Shadows of Night
by AwesomeMcGeeofCaledonia
Summary: *Read BREAKING POINT First* Fighting a myriad of reimagined foes, join Spider-Man in this darker take on everyone's favorite wall-crawling super hero as he goes head-to-head with the elusive crime lord, the Goblin. Cover art created by Darkknight95.
1. Prologue

**S P I D E R - M A N  
**Shadows of Night

Written By: AwesomeMcGeeofCaledonia

Rated T+ for _strong_ language and strong violence

Disclaimer: I do not own Spider-Man... all that stuff.

**QUICK AUTHOR'S NOTE: I _HIGHLY_ Recommend That You Read My Other Story "Breaking Point" Before Taking on Shadows of Night. You'll Be Left in the Dark If You Don't!**

"Breaking Point" Universe Info: On the night of his Uncle Ben's death, Peter Parker made the ultimate decision: he killed his uncle's murderer. Now, despite being regularly haunted by the ordeal, he has started brandishing his own brutal form of justice against the criminal underworld of New York City, as the dark, mysterious Spider-Man. He'll have to face his darkest demons to overcome the hell that waits him.

"But Uncle Ben was dead. I pulled the trigger. And with my action, now his killer was too."  
-Peter Parker, recounting the worst night of his life

**xXx**

The dark heart at the center of my city is outmatched by one other: mine.

After pulling the trigger on that father of a little girl who didn't get to see her daddy come home that night because he was killed by a fifteen-year-old kid, all out of revenge, I fell apart.

I was on the road to being valedictorian of my class at Midtown High; 11th grade and an A+ honor student, even though I was still coping with the death of my uncle two years after his death. I hadn't shown too many signs of depression at the time. Then... there was the argument.

**xXx**

_"Aunt May, I'm home," I shakily called out, entering the house I shared with my aunt, the house we formerly shared with my uncle. Aunt May had been in the kitchen._

_"Oh, there you are dear," she replied, walking towards me with a worried expression on her face. I set my back-pack down on the floor._

_She wrapped her arms around me, and held me in her embrace. When she released her arms, she kissed my cheek. I couldn't meet her eyes._

_"Peter, is something wrong?" she asked. Her hand motioned for me to follow her to the kitchen table. _

_After taking our seats, I still found it difficult to meet her gaze._

_"Is something wrong?" she repeated. "Are you in trouble?"_

_She moved her hands over mine; I hadn't even remembered resting them on the table._

_"Did you do something wrong?"_

_I had been dreading this moment the whole day. I was finally going to tell Aunt May, after two years of pain and suffering... I was going to tell her the truth. The truth of what happened the night Ben Parker died. I almost decided not to call out to her upon my arrival, and just skip what I was fearing altogether. But I couldn't live a lie anymore._

_"Uncle Ben was murdered." I told her._

_A strange look of sadness, but also confusion crossed her face._

_"I know, Peter. I know," she put her hand under my chin, lifting my head up. "What do you really want to tell me?"_

_I bit my lip._

_"I could've stopped it from happening... I went to a place where I thought I could make some money, help you guys out for all you've done for me... I got cheated out of the cash, and when the manager running the place got robbed right in front of me... I let the burglar walk free. I could've easily stopped him, and I didn't." It all left my mouth in one breath._

_A look of even more confusion played across her face. Her hands pulled back off mine, but only slightly. I still noticed it, though._

_"I don't understand," she told me, her voice cracking. She understood._

_"The burglar killed Uncle Ben," I told her, my voice cracking as well. I lost it "Because of me, Uncle Ben is fucking dead! He's dead, and there's not a God damned thing we can do about it!"_

_"Don't talk that way!" she yelled, fully removing her hands from atop of mine. "This isn't you!"_

_"Yes it is," I told her, my gaze shifting towards the _ground_. "And you know what? I found the guy at a warehouse..."_

_I raised my head up, and looked her straight in the eyes._

_"And I put a bullet in his head."_

_Her jaw dropped._

_After a handful of seconds of complete silence, she struck me across my face._

_"Get out," she demanded in a monotone voice._

_"But I-"_

_"GET OUT!" _

_I couldn't believe what was happening. I didn't expect it to go over well, but... this had taken a terrible turn; and I fully embraced it, through the tears and the heartache I felt._

_"Fine!" I screamed back, standing up, and knocking my chair over onto the tile. "I don't fucking need this place! I'll find my own place, and... I'm gonna get a job! I'm gonna make it without you! I thought you'd understand. I was a fucking Freshman! My uncle had just been killed, and you don't think I'd do something drastic?"_

_"You killed another human being. I don't care what he did, nobody deserves to be murdered. You are not the boy I raised. Get out of my house. And don't you dare make me say it again."_

_She quickly stood up from the table, and ran for the stairs. I heard her slam her bedroom door. I guess I couldn't blame her._

_Deciding there was nothing of interest to me in the house, I picked up my back-pack, and casually walked out the door, slowly closing it behind me._

_It hadn't been a good two years after Uncle Ben's passing... but that was the last day of the best of my life._

**xXx**

The following morning, I dropped out of school. I was on my way to my high school diploma, countless scholarships, a real chance to attend Empire State University; and I threw it all away.

I haven't talked to Aunt May much since that day. I've tried to reconcile with her, and she's had her fair share of tries as well, but things haven't been the same. I don't think they ever will. Things will _never_ be the same.

**xXx**

Every night for the past five years, I've harbored a secret.

Every night for the past five years, I've watched over this city - my city - and I've protected her.

Every night for the past five years, I've helped to put away at least one more criminal, in some misguided effort to redeem myself.

Every night for the past five years, my city has looked upon a vigilante.

Every night for the past five years, Spider-Man has left his mark.

It was on that night five years ago that I had reached my breaking point.

I am **Spider-Man**.

**xXx**

Author's Note: This is something I do with almost all of my prologues: you don't get to see any real-time events. You get brought up to speed on the current events (not all of them, but most), and you're hopefully left wanting to read more. This is going to be, and I can't stress it enough, _**VERY**_ dark. I am not going to rate it M because I don't plan on including any explicit sex in it. Something I did not explain, but it will eventually be stated, is that my "Breaking Point"-Spidey does not wear the standard red-and-blues (though he did when going after Ben's killer). The suit I have planned is slightly inspired by Batman, the Symbiote Suit, and Noir Spidey. Maybe I'll get a drawing of it up somehow. In fact, this Spidey took some inspiration from Batman even non-suit wise, as I only have him operate at night instead of the day-to-night Spider-Man we all know, and he employs scare tactics and stealthiness to take out his enemies. But anyway, let me know what you think. I already have quite a few ideas lined up, and they're going to show a Spider-Man we have yet to see. Also, yes, I know the phrase is "the first day of the rest of my life", but I added a pretty sweet sounding (if you ask me) twist to it, haha! Thanks for checking out the prologue! Here's to more soon.


	2. The Hero's Work is Never Done

Chapter 1 - The Hero's Work is Never Done

**xXx**

"Parker!"

9:00 P.M. It had literally just turned 9:00 P.M., the end of my shift, and my prick of a boss was yelling for me. Perfect.

"Four Minute Guarantee" wasn't exactly what I was looking for when I went job-hunting. I had always hated telemarketers; seemed like they didn't try hard enough in the world to make a living. But I found that when you need money, you just may go to any lengths to get it. Making many false promises for eight hours can actually rake in some decent cash; about $72.

"PARKER!"

After a few more seconds of staring at my computer monitor, I removed my headset and stood up from my desk, making my way for Mr. Toomes's office.

"God dammit, Parker get your ass in here!" Mr. Toomes continued yelling, even though I had been in his office for a full four seconds.

"... yes sir?" I asked, attempting to keep my cool. I can't stress how much of a prick Mr. Toomes was. Seriously.

"What the hell's going on?" he demanded of me, pointing an angry index finger at me. "You only made sales from about a quarter of the people you talked to today. Close the door."

I turned around for his office door, and closed it. The frosted glass rattled a little too much, telling myself to keep my anger in check.

"Well, Mr. Toomes," I began. "To be honest with you, this doesn't feel right."

"What's that, Parker? The dick in your ass?" Toomes growled.

"I've had enough of this shit," I blurted out. I regreted saying it even before I had said it. "I'm sorry, I didn't mean that."

"You're damn right you didn't. You've been slipping up a lot lately, Parker. One more mistake, and you're outta here! Don't think you can't be replaced, because there's about five hundred other zombies out there who would fucking _kill_ to have your job. And I mean that."

_I killed that guy._

"I'm-"

_Shot him in the head._

I hated it. Everyday... haunted by the terrible memories.

"It won't happen again, Mr. Toomes. I swear," I lied. I would have more screw ups, and I would have more chances. This was a monthly thing. Only difference was the number of "zombies" slowly increased over time.

"Good. Your shift's over, now get out of here," Toomes commanded. "And don't die on your way home."

Okay, so he wasn't all bad. Ah, who the hell am I kidding?

"You have a great night, sir," I said with a salute, turning to leave his office.

"Oh, I will. I'm fucking the Mrs. tonight," he laughed.

"Yikes." He always gave me too much information before leaving his office.

I quickly left.

My shift wasn't over yet. But I promised myself that somebody would be punching out before the night ended.

**xXx**

I was a frightening symbol to New York City. Thanks to the Daily Bugle, the world's most super-power-hating paper in print, it was virtually a priority to be afraid of "the dark, murdering, vengeful Spider-Man."

The sad thing was that I had only killed one person, and I was labled as a murderer. Then again, that's what I was, I suppose: a murderer.

Perched high atop the Roxxon Corporation's main building, I had the perfect view of the Big Apple's Financial District. My entire week had been comprised of this: staking out the financial district, waiting for _them_.

I'd gotten a tip from a lowly thug - who had most likely lied to me - that his boss was going to make an absolute killing off one of these stores. I had almost found out _what_ store and even the night his boss had planned to go to work, but he was being very difficult. I wasn't sure if his jaw was ever going to be fixed...

Wednesday. Midnight was rolling right around the corner.

And then he struck.

**xXx**

The explosion was one of the biggest I had seen in my life, up to that point, that is. Immediately after the ear-splitting roar and the blinding flash of light, the dumbfucks had set off an alarm... an alarm that was even louder than the explosion.

Readying myself, I shot off a web-line, and took off through the air. The sense of absolute peace swinging through the air brought was one of the greatest feelings of my life. These miniature moments of tranquility were the only things still keeping me in the world of the sane after all those years. They gave me time to think of my next move.

I could make it in maybe two more swings. Three tops.

It seemed I had misjudged the distance, reaching the location of the explosion after four swings. I leapt from my web-line, and attempted to cling to the front of the building. After connecting, I immediately noted the name of the building: Stark Industries.

They were after some kind of weapon. I was sure of it. All that was left to do was quietly make my way in.

With the alarm going off, surely they would have somebody guarding the front.

Climbing down ever-so-slowly, I discovered that I had been right.

Two guys, both armed with an AK-47... figured it'd be easy.

My attack would be simple: I fired two web-lines, one to either side of the guy on my right. He reacted accordingly, looking up to me in surprise.

"Oh shit-" he barely had enough time to finish before he was introduced to my feet. Balancing myself, I swung my left leg beneath the other idiot, knocking him to the ground. To make sure he wasn't gonna get up for awhile, I broke his nose for him. Shaking the blood from my gloved hand, I quietly made my way into the building.

They blew the whole damn lobby up with what I thought was just one explosive. If the old Parker Luck decided to kick in while I was searching the building, and bring the whole thing down, I would be royaly f-u-c-k-e-d, fucked.

All of Stark's major weapons were surely locked away in one of the many labs beneath the building. Had it not been for the invention of elevators, I probably never would have been able to find the bastards I was after. The floor indicator told me that one of the elevators had gone to "SB5". I wasn't even aware the building had that many sub-basements. After a few seconds, I called the elevator back. When it arrived, I stepped onboard, immediately drenched in a low light. I hit the button for the fifth sub-basement, and the doors closed.

_He_ was down there somewhere, and I was determined to find him.

Herman Schultz a.k.a. The Shocker.

**xXx**

A/N: Meh... didn't seem to have as much ease writing a first-person story as I thought I would. And the sad thing is, that that was only the first _chapter_ of a story. Ah well. I know where I'm going with it. Yes, that was Adrian Toomes in the beginning of the chapter, and yes, I know he was definitely out-of-character being the boss of a telemarketing business, whilst speaking of his wife in disturbing ways. This is a reimagining of what we know and love, remember? Besides... just wait until you read about Shocker. Leave some reviews!


	3. A Stark Contrast

Chapter 2 - A Stark Contrast

**xXx**

My suspicions confirmed, I spotted Shocker through the ventilation shaft I'd been hiding in for the past half-hour. Up to that point, I'd only heard his voice. His annoying... high... voice. For thirty full minutes. That's 1,800 seconds of pure torture.

**xXx**

The Shocker, alter-ego of Herman Schultz. Ridiculed in high school due to his sexuality, Herman developed "vibro-shock" gloves using what little money he had, and immense engineering intelligence. He hunted down his top-tormentors, killing two and brutally injuring four. He got 20 years, and made parole... very common in today's criminals. I've tangled with him a few times, and each time, he's gotten out of any serious trouble. I guess that's the justice system for you. That's why I developed my own.

**xXx**

Surrounded by three of his weakest-looking henchman yet, Shocker held something in his gloved hands. I couldn't quite tell what it was, though I had a pretty good idea. In each of our encounters, Shocker had been after a piece of technology to up his power. Stark specialized in making weapons, which only made me assume Shocker probably held onto something that would put all of his past jobs to shame. I couldn't let him get away this time.

I pushed my hands up against the vent cover, carefully prying it loose of its hinges. I folded it in half, and placed it inside of the shaft behind me, not willing to risk dropping it. The room had many lights, but only one power source. In the back of the room, towards Shocker's only means of escape, I spotted that source.

Crawling along the outside of the shaft, I frequently looked back on Shocker's position, carefully planning how I would sneak past him.

"Boys, I finally hold in my hands power that will put us at the top of all of New York City's major gangs," Shocker told his men. "Those who laughed at me will soon be begging for my mercy."

Basic villain speech. Been there, heard that. Beat the shit out of the guy making it.

Despite Shocker's preference of men over women, he wasn't a stereotypical caricature of what a homosexual man should be: he wasn't all about clothes, he wasn't all about jewelry, hell, he wasn't even all about men... Shocker was truly a force to be reckoned with, at least to the average citizen. With his voice, I personally never have taken him _too_ seriously. His body armor had always proved to be a challenge for me, unfortunately. To protect himself from the deadly vibrations his gloves gave off during their use, he designed a padded-suit that can _almost_ protect him from even my attacks. Maybe it was high-time I did consider him a little bit more of a threat.

Reaching the end of the vent's side, I switched over to crawling along the wall. I was running out of objects to keep me out of Shocker and his men's line of sight. Deciding I had no other choice, I dropped to the ground. I absolutely **HATED** having to walk. I hadn't designed my boots with walking in mind. I had designed them with sneaking in the shadows, ready to pounce on unsuspecting crooks in mind. Surely I could've made them with some less noisy material.

Slowly but surely, I made my way across the floor. Walking did have its one advantage I suppose: there were now more objects to hide myself behind, as opposed to being in plain sight on the wall.

Thanking God that Tony Stark made it mandatory to have so much machinery laying around on each level, I was closing in on my objective. As Shocker's voice grew louder, so did the thumping of my heart. What if he got away? What if he somehow made it out with whatever it was he still held in his hands, and was able to bring the city to its knees using it? I wasn't prepared to face the answers.

"Gargan, what time is it?" Shocker asked of his right-hand man.

Mac Gargan a.k.a. the Scorpion. I didn't know much about him, other than the fact that at one time, he was a private investigator. I wasn't even sure where the nickname came from.

"About a quarter passed midnight," Mac replied in a gruff voice.

"Damn... I was hoping to be done _before _midnight," Shocker responded. I heard him stomp his foot on the ground. The noise bounced around the room, echoing for a few seconds. It gave me a little time to speed up, the sound of my boots blending in with Shocker's. I pressed my body up against the crates I found myself standing in front of. They barely reached a few inches past my neck, forcing me to crouch down.

I peered around the corner of the bottom box, spotting the large, industrial-sized switch I had maneuvered around the room to get to. With one well-placed web-line, I would be able to get rid of all the room's light. Just one, well-placed web-line. Couldn't miss. Couldn't even _think_ about missing.

Raising my right arm, I positioned my hand for the shot. Aiming carefully, I took a deep breath, fully realizing what was at stake. And then, using my middle and ring fingers, I squeezed the trigger on my web-shooter. The world seemed to slow down as the web-line exited the nozzle with a rather loud "FSSH!". I watched as each individual thread twisted in a clock-wise motion, forming into one, rounded line.

It connected with the switch.

**Check.**

Sighing, relieved that Shocker had made no sign of hearing me, I gave the web-line a sharp tug, pulling the power switch into the "OFF" position.

**And mate.**

The lights powered down with a hum of dying electricity. I heard the clacking of footsteps on the marble flooring. They were spazzing out.

"What the hell?" Shocker asked. "I can't see! What happened?"

"Oh God... oh God!" one of his men started yelling. That guy knew what was going on. He knew Spider-Man was coming for him.

Luckily, years of stalking around in the dark had given me a major advantage, helping me to develop a type of night-vision. That, and the occasional bowl of baby carrots.

Returning to the walls, I crawled to the ceiling. Taking out Shocker was my top priority, but getting his guys out of the way first would prove to be easier. Deciding to go after the latter, I positioned myself above the four. I shot a web-line at a man's feet, yanking him off the ground.

"Ahhhhhhhhhh!" he screamed as he flew through the air. I attached my end to the ceiling, suspending him. I regretted the move, discovering he hadn't let go of his gun.

Shots rang out from his AK, blasting all around the room.

"Stop shooting you moron!" Shocker yelled. "You're gonna hit somebod-"

"God dammit!" another one of his men yelled out. "Bert, you hit me!"

Bert, I'm assuming the gun-toting guy's name was, stopped firing, but continued to whimper.

"Boss, we gotta get out of here," Mac jumped in. "The Spider-Man's here."

"I know, I know..." Shocker replied. He was looking all around him, his eyes having not yet adjusted to the darkness.

His downed henchman, some guy of Asian descent, sat on the floor, clutching his leg.

"What, you just gonna leave me here?" he angrily asked of the two.

I was wasting time, watching the three of them talk. Crawling down the web-line Bert was attached to, I wrapped my arm around his neck, performing a sleeper hold. He only fought back for a few seconds before falling unconscious.

"Doesn't look like we got any other choice," Shocker told the man. "If you make it out, I'll see to it that you're handsomely rewarded."

"Yeah? Fuck you! I don't need you're money!" the man yelled, attempting to stand up. He failed, and fell back to the ground. "Ow!"

"Who says _you're_ getting out, Shocker?" I asked of my enemy, torpedoing through the air, and smacking into Gargan.

"WHA-!" he shouted, stunned. I picked him up, and knocked him out cold with a quick uppercut. Before he could fall down to the ground, I grabbed hold of his legs, spun him around, and let him go, causing him to smash into the injured thug. He was knocked out as well on impact.

"Mac!" Shocker screamed. "Dammit, Spider!"

I heard the noise I had become far-too familiar with: the warming of Shocker's gauntlet's turbines. Within seconds, he had sent a devastating shockwave from them. It collided with me, throwing me into a computer console behind my position.

That was a sure-fire sign that Shocker's eyes had quickly adjusted to the darkness. Either that, or he was pretty damn lucky.

Recovering from the attack, I shook my head clear of its dazed state.

"What are you after this time, Herman? Didn't our last few fights teach you that you're not going to win?" I asked of him, attempting to stall him so I could _fully_ recover. I had only been hit by his shockwaves very few times, which was a good thing. If he was a little more skilled with his gauntlets, he could probably easily kill me. I didn't see that happening, though.

"On the contrary," he replied, readying himself for another attack. "I seem to recall our first encounter all too well."

Okay, so he beat me in our first fight. Still, he was also one of the first non-standard criminals I'd fought in my five long years of crime-fighting.

"As do I," I stated, jumping into the air. I shot a web-line for the rafters above, latching onto one. I yanked on the web-line, thrusting me through the air, and up to one of the rafters. "But, I _also_ recall the countless times I've kicked your ass across town."

"Not this time!" Shocker yelled, firing off another shockwave. He missed by mere feet, ripping apart some rafters to my right. "This time, I win!"

The rafters were no longer safe. And, if he decided to get trigger-happy, he could blast away every one of them, bringing the floor above us down.

I kicked off my rafter, swinging through the air. I had to end this fast.

"I've always held a special place for you in my heart, Spider-Man," Shocker began, more than likely ready to attack once more. "You hold the honor of being the one person I've wanted to kill more than any other human being."

"Yeah, I'm not as easy as one your old classmates, am I?" I replied, knowing that would get to him.

Despite being the evil man he was, Shocker had always seemed to regret killing two of his former tormentors. Almost in the way I regretted killing Uncle Ben's murderer. But the thing was, I _didn't_ regret killing him.

"Do you want to make me cry?" Shocker yelled, firing another shockwave. It crashed into a forklift below me, knocking the vehicle through the wall I was attached to.

"No," I answered, lining myself up for the finishing blow. Using the time it would take for him to charge up another blast, I bounced off the wall, firing off a web-line. Not quite sure where it attached, I angled myself into the position I had absolutely mastered only days ago: the swing-kick. My feet connected with Shocker's chest, knocking the air out of his body, and throwing him into the same console he had pushed me back into. After smashing into it, his gauntlets malfunctioned, sending out a shockwave throughout his body. While it didn't hurt him due to his suit, it appeared to damage the already beaten-up console, causing it to explode. Shocker flew sky-high, hitting the ground with a satisfying "THUD!". After his landing, I quickly made my way over to him. Lifting up his hands, I ripped the gauntlets from his arms, smashing them onto the floor.

"Listen to me," I menacingly commanded, pulling Shocker up to my face. "I don't know if you're awake or not, but hear this: don't, and I mean _**DON'T**_, try this again."

I threw him to the ground, webbing his body to the cold floor. My work there was done.

If the police hadn't already shown up, they would be there soon.

Walking over to Mac's sleeping form, I lifted up his right arm, checking his wrist for a watch.

12:23 A.M. it read.

Good morning, New York City.

**xXx**

A/N: Now _THAT_ left me smiling and satisfied (that's what she said). I was happy that I took Shocker, changed him into a version of him we haven't seen before, and was still able to keep society's stereotypes out of the shaping of his character. Well, he did have that high voice. I'm glad with the way this chapter turned out. I was afraid I may have gotten a little repetitive at some parts (for example, anytime I used the word "web-line"), but for the most part, I used quite a bit of variety with my wording. I hope my descriptions were easy to understand, and made it feel a little more like a visual experience. The chapter name has two meanings: 1) it's saying there's a big difference between Spider-Man and Shocker. 2) it was a play on words, because the fight takes place at Stark Industries. Chapter 3 will be up soon (hopefully). Probably won't be as action-oriented, though, as I want to concentrate a little more on Peter. Anyway, please review! I've allowed "Anonymous Reviewing", so let me know what you think! I need some feedback. Thanks!


	4. Don't Quit Your Day Job

Chapter 3 - Don't Quit Your Day Job

**xXx**

_A gunshot. The bullet enters him... his body slumps to the ground, head oozing scarlet liquid. A smirk spreads across my face. I've avenged Uncle Ben. I'll never have to sit idly by while the system fails Aunt May and myself. Footsteps. The cops are closing in. Pocketing the handgun, I dive out the window I had thrown the bastard into earlier, making a clean getaway._

**xXx**

I jolted up, awake. My sheets soaked with sweat, body trembling. I had the nightmare again.

_Every night for the past five years..._

I put my cold hands to my head, pushing them through my hair. My scalp was greasy. I glanced over at my alarm clock, the crimson numbers the only source of light.

5:15 A.M.

Work started at 1:00, and I'd only been asleep for about two hours. As long as I fell back asleep, and stayed asleep until 11:00, I would be in good shape. Well... I would've gotten my eight hours of rest, anyway.

Despite going through this same event every night, I still hadn't grown used to it. The only thing that could have made it worse is if I had been an insomniac.

With an almost non-existent social life, it hadn't been too hard to balance my life, despite my restless nights- er, mornings. The schedule was all set up.

**xXx**

Monday through Friday: 12AM - 3AM Spider-Man, 3AM - 5(?)AM Sleep, 5(?) AM - 5(?) AM Wake-Up, 5(?)AM - 11AM Sleep, 11AM - 1PM Shower, Breakfast, 1PM - 9PM Work, 9PM - 12AM Spider-Man

**xXx**

I switched it up on Saturdays and Sundays. On some of them I would lay around my apartment. Maybe another set would see all of its dark hours devoted towards Spidey-time. Then there was the rare set of weekends that I would spend hanging out with friends.

Friends. I didn't have many of those. Felicia Hardy was really my only one. I had only met her because of "Four Minute Guarantee". I guess that was one reason to be thankful for that shitty place.

After thinking about the time, and its effects on my life, I slowly laid back down in my bed. A slight glance to my left sent chills down my spine. It was there. Inside of my dresser. Inside of the second drawer. Buried underneath my jeans.

It was the gun that killed Uncle Ben, the gun that killed his murderer... the gun that changed my life far more than the spider that bit me.

I stared up at the ceiling.

BEEP! BEEP! BEEP! BEEP! BEEP!

11:00 A.M.

Where the hell does time go?

**xXx**

After my shower, and a rather large bowl of some Froot Loops, I returned to my bedroom. Grabbing my wallet, some change, and room key from the top of my dresser, all the while ignoring the second drawer, I quickly made my way for the door. It was probably thirty minutes past noon, and I wasn't ready to get another "Zombies" speech at the end of the week. Leaving my room, I locked the door behind me, getting ready to catch a train for Midtown.

Sometimes, I really wished I had just taken the Suit Express.

**xXx**

1:03. Three minutes passed the start of my shift.

I slinked inside of the building. Everybody was already there, as usual, leaving me the only late employee. Mr. Toomes was in his office, hopefully not realizing my tardiness.

Felicia's head was down on her desk. I figured I could get a few words in with her before I started working. Luckily, her desk was right next to mine. Taking a seat, I took my jacket off, and draped it over my chair. I cocked my head towards Felicia.

"You alright there, Ms. Hardy?" I asked in a playful voice.

"Nugh," she groaned.

"What seems to be the problem?"

Felicia lifted her head off her desk. Her beautiful blue eyes met mine, black mascara running down her face.

"My boyfriend dumped me," she sniffled, wiping her eyes.

"Ah, come on, it isn't that bad," I assured her, patting her back. "You're Felicia Hardy! You'll have another one in a week!"

"What? Are you saying I'm a whore?" she asked, her tone changing venomously.

I laughed at the idea. "No! No, no. I'm just saying. Thems the facts."

It was her turn to laugh. I found using a hick-like accent was enough to take her from a really terrible mood, and put her into one that wasn't as terrible, but wasn't too bright.

"Besides," I began, "You don't want to be crying on a Thursday night."

"Oh yeah? And why's that?" she asked me, a slight smile on her face.

"Because..." I turned around, and reached into my jacket's pocket, pulling out two items. "Somebody scored two tickets to see Aerosmith, LIVE!"

"Peter... you know how I feel about you trying to take me out on a date," she stated.

"You're right," I replied in a sad tone, ripping the pieces of paper into tiny bits.

"Wait, what the hell are you doing?" she asked me, swatting at my hands as if that would reverse the paper-ripping.

"Oh, yeah, these aren't tickets," I told her. "How could a guy with my money possibly afford tickets of that caliber?"

"Well... you managed to distract me from my problems for about thirty seconds..." she said, once again laying her head down.

"Fine, be that way," I mocked, turning towards my computer monitor. "I have too-good-to-be-true dieting pills to sell."

"I saw Spider-Man again last night," her muffled voice told me.

"Did you now?" I asked, typing away on my keyboard.

_Username: PParker_

_Password: Passwordpassword_

"I was leaving to go home, and I saw him swinging from a couple buildings in front of me."

"That is amazing."

I wasn't even listening anymore.

I put on my headset, ready to sell some lies. Lies and dignity.

**xXx**

_Peter... _

I woke up.

_What the hell...?_

I was at work. Felicia was talking into her headset.

I looked up at my computer monitor, checking the time in the bottom-right corner: 8:43 P.M.

"Felicia?" I groggily asked, turning towards her. She pushed my head away, an annoyed expression on her face.

"Yes, that's included in the price," she told whoever she was talking to.

I wasn't sure what was going on... when did I fall asleep? How long was I actually awake? Who said my name?

Ah hell, it didn't matter.

I stood up and stretched, my back popping in the process.

"PARKER!"

I knew it. I knew I wouldn't be able to stand up for three seconds without Mr. Toomes griping.

I turned towards him.

"MY OFFICE: NOW!"

Finishing my stretch, I slowly made my way towards Toomes's office. I walked through the doorway, closing the door before he even had time to ask me.

"Sit down," he said, pointing at a chair in front of his desk.

Doing as I was told, I attempted to rub the sleep from my eyes.

"Normally I wouldn't confide in one of my employees like this, but I have no other choice," he began. "There's some police captain, uh... George Stacy. The guy's a dick, trying to bring my little establishment down due to a little thing called 'false advertising'."

"Erm... are you suggesting I kill him?" I asked half-jokingly, and half-seriously. I could honestly never tell with Toomes.

"What the hell are you talking about? No. You're the most honest person I have working here. You're the only person I've ever known to try and tell my old ass off."

"Alright, is this going somewhere?" I asked, just wanting to get out of the whole building.

"Let me finish, dammit! Stacy's coming in tomorrow, doing some questioning... you have a certain 'believe everything I say because it's the truth' aura to you, and I like that. And Stacy will buy it. Just... tell him that I'm running an honest business here, okay?"

"And you're not...?"

Of course he wasn't.

"Of course I am! It's just... the pills don't work, who cares? How about instead of giving me their money, these fat-asses buying the pills should get some decent exercise. I'm just helping them see the light," he told me.

"That's reassuring," I replied, standing up.

"Just be sure to tell Stacy that this is an honest business! Alright? An honest... business."

I nodded, five seconds away from falling asleep.

While I didn't feel like lying to somebody I didn't know, if doing so let me keep my job, I was all for it.

"Oh, sir?" I turned around, facing Mr. Toomes.

"What?" he replied, looking up from whatever he had sitting on his desk.

"Could I... could I get a raise?"

His expression didn't change. He looked back down at his desk.

"You do this right, and I'll think about THINKING about giving you a raise... maybe."

Supposing that was good enough for me, I once again turned around to leave. Exiting Toomes's office, I noticed Felicia was taking her headset off.

Finally done talking...

I walked over to our desks. Instead of taking a seat, I grabbed my jacket from its position on my chair.

My spider-sense suddenly began blaring.

_What the-?_

My mask was hanging out of one of my jacket's pockets. Moving fast, I tucked it back in, attempting to cover up my fast reflex.

"You headed out?" Felicia asked me, reaching inside of her purse.

"Yeah," I replied, slipping my jacket on. "I know I have, like-" I checked my computer: 8:49 P.M., "-ten minutes left, but I figured I'd just get the hell out of here."

She yawned. "Alright. Wish I could say the same, but I think I'm going to finish the remainder of my sentence for today."

"I'll talk to you tomorrow," I said, turning to leave.

"Peter, wait," she started, grabbing my arm and turning me around.

"Yeah?"

"Um... if... if you really would've had actual Aerosmith tickets, would you really have... taken me?" she nervously asked, her face becoming a light shade of red.

"Er... yes. Yeah, sure. I would've."

"Okay," she finished, turning back around to face her computer.

As I started to make my way towards the exit - something I'd wanted to do even before coming to work that day - one thought was in my mind:

_Felicia Hardy likes... me?_

**xXx**

A/N: I apologize for a short chapter. I definitely like writing Spidey parts better, haha. I didn't really seem to know what I was doing with this chapter. I barely found a way to throw George Stacy in it. And now I have to come up with a way to explain why the hell a police captain would be questioning a guy about his telemarketing business. *sigh* I was afraid that I'm writing Toomes like he's pretty much Jameson in somebody else's body. Expect some Gobby stuff next chapter... or at least something related. Review!


	5. Change of Plans

A/N: This is the first chapter to do something a little weird. For a brief part, it's going to phase out of the first-person narration, and turn into a third-person narration, to show a scene that Peter isn't involved in.

Chapter 4 - Change of Plans

**xXx**

It was 4PM when Captain George Stacy came into the building, and I recognized him instantly.

The trenchcoat, the reddish-blond hair... he was the officer who was comforting Aunt May when I came home that night. I was sure of it.

Mr. Toomes was already in the working area, expecting Stacy.

"Ah, Captain, it's good to see you," Toomes stated, one of the fakest smiles I'd ever seen in my life spread across his face, his hand extended in greeting.

"You don't have to lie to me," Captain Stacy sighed, shaking Toomes's hand. "I'd like to speak with you in your office if you don't mind."

"Of course, of course," Toomes replied, walking back towards his office. His head searched around the room, his eyes resting on my for a few seconds. He was reminding me to lie.

When the two disappeared inside his office, I turned my attention back towards work. Felicia had called in sick that day... I couldn't help but feel she had only done that because she was embarrassed. Felicia had only missed a week of work when her dad passed away a few years before.

The whole Felicia situation had me down. I liked Felicia, but... _she_ seemed to like a lot of guys. Now she liked _me_. Surely it wasn't anything serious. Besides, she hadn't shown any signs of liking me before I ripped up the "Aerosmith tickets".

After about ten minutes, Mr. Toomes came out of his office.

"Parker, we need you in here," he called out.

I stood up from my desk, and made my way for his office. I seemed to be in there more than I was at my desk.

Instead of me closing his door, Mr. Toomes closed it himself. Captain Stacy was sitting in one of two chairs in front of Mr. Toomes's desk.

"Take a seat by Captain Stacy, Parker."

I did as I was told.

"Parker..." Stacy's voice trailed off. "Peter Parker?"

He remembered, too.

"Uhm... yeah. I was Ben Parker's nephew." I told him.

"I'm sorry about that, son," he apologized. "I didn't mean to bring it up."

"It's o-"

"Alright, Parker. The good man here came into my establishment because it has been reported that I don't run an honest business... let him now how this place is really run," Toomes told me.

I couldn't do it. I couldn't lie. Not to this man. I didn't know Captain Stacy, but I did know he was an honest, decent man.

"Captain Stacy, we-"

"Peter, let me fill you in on _exactly_ why I'm here. My department has been led to believe that Adrian here is selling pills to known crimelords, under the streetname of 'The Vulture'," Stacy told me.

I looked at Mr. Toomes. He hadn't told me that. He hadn't told me that at all.

"Uhm... Captain Stacy, I honestly... I honestly don't know anything about that," I told him, dumbfounded. "I mean, I thought all of us workers here were selling diet pills to people. I didn't think it sounded right, but then again, I don't know a thing about what pills can do these days."

"Well, thank you, Mr. Parker. That's all I needed to know," he told me, giving me the option to leave.

"No problem, Captain Stacy," I responded, walking out of the office, Mr. Toomes's eyes burning into the back of my head.

He was pissed.

Entering the work-area, I took a seat at my desk.

Adrian Toomes... a.k.a. the Vulture. I was working for another one of the city's pieces of garbage. Well... I always knew he wasn't a good man, but a drug pusher? And selling pills to crimelords, no less... then an idea popped up in my head: what if I could somehow find out who these crimelords were? What if I took all of them down? It was a gamble, but it would definitely keep the streets safe for a long, long time. I put the idea in the back of my head for safe-keeping.

After finishing up my thoughts, I heard a door open up behind me. Captain Stacy exited Mr. Toomes's office, closing the door. He caught sight of me, and walked over.

"Peter, I just wanted to apologize again for bringing your uncle up. I'm sure that the whole situation is still hard on you." He told me with a genuinely sincere tone.

"It has its times, but I've learned to cope."

"At least you haven't let it completely consume you."

If only he'd known the truth.

"But," he continued, "I know what it's like to lose somebody you love. I lost my father when I was just a young boy. It was hard on me, but it strengthened my want to bring criminals to justice one day. And now look at me."

"You've made good on that dream." I smiled.

"Thank you. And uhm... don't try working too hard, okay? I'm almost certain your boss is guilty of everything I accused him of in there. All I need is a warrant, and this place is out of business."

_And then I'm out of a job..._

"This whole thing is so crazy... I can't believe this whole time, I've been working for somebody like that."

"It's a crazy world, Peter. I know this'll put you out of a job, but maybe I can help you out once this is all said and done."

He reached into his coat pocket, and pulled out a card with all of his contact information on it. He handed it to me.

"Give my cell a call sometime. I'll get your number, and let you know if something comes up." he told me.

"Alrighty... thank you very much." I'd lived in New York City my whole life, and never had a stranger treated me with this level of kindness.

"Heck, y'know what?" he started up again, a smile on his face. "I have a daughter back at home I'd like you to meet. With her working hard in college and all, she doesn't really have time for a lot of friends. Maybe you could help her out?"

His kindness was now coming off as a little strange, but I just smiled and nodded.

"Uhm... yeah, sure. Sure." I responded, even more dumbfounded than I had been earlier.

"Great," he flashed a smile. "Well, I'm gonna get out of here. See you around, Mr. Parker."

"You too, sir."

I watched him walk out the front-door, trenchcoat sloshing into a puddle of rain water outside. And then the doors closed.

Mr. Toomes exited his office, holding his hands up in the air.

"Alright everyone, today's your lucky day. You get to go home early!" he shouted. Everyone looked around at eachother, unsure of whether he was serious or not. "This isn't a joke, you can all get going."

His eyes didn't search me out this time... he was worried about something.

Slowly but surely, we all stood up, making our way for the exit. Something wasn't right... not at all...

**xXx**

_Five Hours Later, Oscorp Industries_

The elevator had almost reached the top floor.

_Osborn isn't going to like this, _Adrian Toomes thought to himself. _Damn that George Stacy... it took me months to set-up shop! _

Eventually, the elevator came to a stop, and Adrian exited it, stepping out into the office of the head of Oscorp Industries, Norman Osborn.

"Osborn," Adrian began, walking down the small stretch of hallway leading to Norman's desk. "I have some rather bad news to share with you."

The chair behind Osborn's desk spun around, revealing the man himself.

"What 'bad news' are we talking about here, Toomes?" Osborn asked in a calm tone, hands on his desk.

"Well... it would seem the police are on to me. They sent in one of their stooges to question me today. A Captain George Stacy. He seemed to have a lot of accurate information about my... work." Toomes told him. "I went ahead and disposed of all evidence in my office, and moved all my valuables out to my apartment."

"You realize that if he found out about your dealings, that he could easily trace them back to me, right? I can't have that, Toomes," Norman responded in a now menacing tone, standing up from behind his desk.

"Osborn, look," Toomes replied, frightened. "We don't know that. Until he comes forward with any hard evidence, he can't even _prove_ it!"

"Have you talked to the Mrs. lately?" Osborn asked, seemingly changing the subject.

_Thank God... maybe he'll let me off the hook..._ Toomes thought.

"Yes. She's unaware of all this... she thinks my many absences are due in part to business trips."

"Well, then..." Osborn stated, snapping his fingers.

_What the hell?_

"How are you going to explain this one?"

"What are you talking about?" Toomes asked, fearing for his life.

He felt somebody's prescence behind him. He quickly turned around, coming face-to-face with a smiling man. The man had teeth... many, many _sharp_ teeth.

"Keep it down, will you Connors?" Norman asked of the new man.

"I'll try," the man replied through his toothy smile.

"What the fuck's going on here, Osborn?" Toomes yelled, fully aware that whatever was about to happen, it was going to result in his death.

"The Goblin runs this city," Osborn sternly told Toomes, now walking out from behind his desk. "You seem to have forgotten that. You've become careless. Do you realize what would happen if the police found out that the poster-boy of New York City was actually the most ruthless crimelord it had ever seen? I'd be locked away. I'd never see the light of day again."

"I- I'm sorry, it won't happen again, Norman, I swear! I swear to God!" Toomes began pleading.

"You're right, it won't. I intend to ensure that." Norman made a gesture towards the man behind Toomes, turning around to walk back towards his desk. "I'm sorry Adrian, but your services are no longer required. It would seem there's been a change of plans."

"Feeding time," the other man laughed, digging his sharp nails into Toomes's neck.

"Argh! GOD! SOMEBODY, HELP M-!"

Toomes's cries were cut off, his neck now slashed open, blood pouring from the open wound. His lifeless body slumped to the floor.

Norman looked out the giant window from behind his desk, gazing at the city before him.

"It's beautiful," Norman said aloud.

"Yes it is," the other man replied, staring at the pool of crimson beneath Toomes's neck-area. "I'll just finish this up elsewhere."

"You're a good man, Connors. Loyal. That's why I've kept you around for so long. You're willing to do what others can't, what others won't."

"Thank you, Mr. Osborn. I don't plan on letting you down," Connors replied, picking up on Toomes's feet, beginning to drag the body out of the room.

"Don't forget to clean-up."

"Never do," Connors replied, licking his lips.

**xXx**

A/N: Yes, that was Curt Connors himself. Cannibal Curt Connors. These reimaginings are awesome... he's not even the Lizard, and yet Connors retains his Lizard-ness. Also, Spider-Man Noir held a lot of inspiration for this Norman Osborn, down to the crimelord status and streetname of "The Goblin". I don't know if it's just me, but this chapter seemed kind of short, which sucks considering the amount of time it took to get it out to everyone. I hope it was worth it! I really liked it. Also, I was able to even keep the language down quite a bit, compared to other chapters. Yay for slight profanity! Well, leave some reviews, and I'll be sure to continue! I'm having a lot of fun.


	6. Pleased to Meet You

Chapter 5 - Pleased to Meet You

**xXx**

Saturday morning. Time to see what was up with Felicia.

After the usual routine, I was out the door and on the streets in record time. The hustle and bustle of the city, something many New Yorkers forget about after living through it for so long, seemed almost non-existent. At least, compared to its usual activities.

Felicia's apartment was a mere six blocks away. With my speed, I'd cover that in no time.

But… what was I going to say to her anyway?

"_Hi there, Felicia! I just came over to ask you something: do you like me? Want to go see a movie or something?"_

Yeah, that sounded like a great idea.

She was a confusing woman to say the least. I'd known her longer than most, and I still couldn't tell you a thing about her. I think she could say less about "Mysterious Peter Parker".

After only a couple of minutes, I had reached her apartment building. I was looking for room 305. The sad thing was, it took longer to find her room than it did to get to the building.

After coming across a door emblazoned with the numbers "305", I gathered my composure. Taking a deep breath, I knocked three quick knocks.

"Just a minute!" I heard Felicia's voice from the other side call out.

"I don't have a minute," I replied.

"Peter?" she asked. I heard a lot of movement on the other side of the door. Suddenly, the sound of a deadbolt being unlatched and a chain being moved started up. Before I knew it, the great white door had been opened, and Felicia was staring back at me. She looked like a mess.

Her usually slaved-over blond hair was all over the place, her mascara ran down her cheeks. Even her eyes seemed a fainter hue of blue.

"F-Felicia?" I stuttered. That'd make her feel pretty.

"Peter… why are you here?" she asked, sniffling.

"Just thought I'd drop by, talk to you about something…" I told her.

"Oh, well come in," she grabbed my arm, and quickly tugged me inside, closing and locking the door behind me.

Felicia's room looked just like her: a mess.

"Felicia… what the hell happened?" I asked of her. I usually spoke my mind to her.

"I went out drinking last night…" she confessed.

Felicia always did have a drinking problem. She wasn't an alcoholic, but she did get a kick out of the occasional whiskey from the Hellfire Club. I went with her once… it wasn't fun.

"You know what it does to you," I reminded her.

"I didn't sleep with anybody, okay?" she snapped, more tears coming to her eyes.

"Huh? No, that's not what I-"

My sentence was interrupted by a "meow". I looked down and saw a small black kitten pawing at my jeans. I stooped down, and picked it up.

"Be careful with her!" Felicia yelled.

I held the cat out at arm's length, acting as if I was going to drop it.

"I am being careful!" I assured her.

"Stop with the joking, Peter! That's all you ever do is joke. I don't like it."

I slowly retracted my arm back towards my body, keeping my grip on the kitten.

"Well, I guess you won't have to deal with my joking anymore."

"Peter, look, I didn't-"

"We lost our jobs, Felicia."

A look of disbelief crossed her face. I gave her a moment to process what I'd just said.

"Turns out, good old Mr. Toomes was nothing but a drug dealer. A guy came in and questioned him about it yesterday, but he denied it all. He closed down early last night… wonder why that is?"

She shook her head. Being out of a job in New York City meant bad things. I didn't dare tell her that Captain Stacy had promised to take care of me in the whole situation.

"What are we going to do, Peter?" she asked.

I set the kitten down.

"I'm not sure. I'll probably have to find a smaller apartment. No job I can get is going to pay that kind of money."

Who the hell was I trying to kid?

At that moment, I'd felt slight regret for dropping out of highschool. I could've went far, specifically in the scientific field.

"But, that's not the only reason I'm here," I admitted.

Her face rose, her eyes staring intently.

"It's not? What else do you need?" she spat out, her voice taking on a desperate tone.

"Well, I-"

Suddenly, "Second Chance" by Shinedown pierced through the air. My ringtone. I'd been meaning to change it. As if I wanted it in the first place.

"One second," I told Felicia, who now had an annoyed expression.

I pulled out my cell phone, pressing the green talk button. I put the phone up to my face.

"Hello?" I casually asked.

"_Peter, this is George Stacy,"_ came the voice from the other end.

Why didn't I check the caller ID?

"Oh, hi Mr. Stacy," I responded in a nice tone.

Felicia turned around, obviously frustrated.

"_Peter, I have everything arranged. I'd like for you to meet my daughter."_

This guy really wanted me to meet his daughter. It was pretty strange, but I'd see what this whole thing was about.

"Alright, where do I need to go?"

"_Meet us at The Coffee Bean in about an hour. You know where it's at?"_

"Yeah. You could almost say I grew up there."

Uncle Ben use to take me out with him for some errands when I was a kid. The Coffee Bean happened to always be the first thing on his agenda.

"_Alright. Good. Everything's settled then. We'll see you in an hour."_

"OK, goodbye Mr. Stacy."

I hung up.

"Felicia…" I started. I couldn't tell her what I was going to say, and then leave.

"What?" she hissed venomously. She was sniffling, wiping forming tears from her eyes.

"I… I have to go," I told her, feeling the guilt building. "I promised a friend I'd meet up with him later today."

_Friend… _I didn't even know the guy.

"Go on, leave me hanging," she started, waving her hand at me to leave. "That's all any man does…"

"Well… okay then," I said, making my way for the door. "I'm really sorry, Feli-"

My spider-sense began blaring: I quickly turned around, but before I had enough time to further react, Felicia had me pinned up against the door.

"Why do you do this, Peter?"

She pressed her lips against mine.

She couldn't tell, but I had a very strange look on my face: one of mixed happiness and shock.

She broke away after a few seconds.

"Uhm… huh?" I asked, dazed.

"Now get out."

"Confusion" wasn't actually a word to describe my state at that point. Not one to argue with a possibly insane woman, I unlocked the door and opened it, stepping out into the musty-aired hallway. Felicia slammed the door behind me.

I had no time to lose: I had to get to The Coffee Bean. And then, maybe I'd come back and talk to Felicia…

**xXx**

George Stacy checked his watch for the third time in one minute. He looked at his daughter, Gwen, who sat in the booth with an annoyed expression on her face.

"He's coming Gwendolyn, I promise," George assured his daughter.

"Dad, mid-terms are coming up, and I can't afford to fail them," Gwen replied.

"An hour or two here with Peter isn't going to mess with your mid-term chances, Gwen," her father told her.

She sighed.

"I don't even know him, Dad!" she cried.

Her father shook his head. "Who _do_ you know exactly? He's a good boy. He's had a _very_ difficult time these past few years. I've kept in touch with his aunt ever since, well… maybe he'll tell you one day, if he wants to."

"What are you talking about?" she asked, suddenly interested.

George once again shook his head.

"It's not my place to tell you. He had a falling-out with his aunt about three years ago as a result of something, and they haven't talked much since. Like I said, if he decides to tell you, he will."

Upon hearing the ring of a bell, George and Gwen looked up at the front door. A young man stepped inside, wrapped in a black jacket. His head was pivoting on his neck, searching for something.

"That's him," George said, walking over to greet the man.

"He's- he's cute," Gwen stated just as her father was out of earshot. A smile came to her face.

**xXx**

_Damn, are they still here?_

I looked around The Coffee Bean for some sign of Captain Stacy. Sure enough, after only a few moments of searching, his figure found its way into my vision.

His hand was already extended in greeting.

"Peter," he happily said. I took his hand in mine, and gave it a firm shake.

"Mr. Stacy," I replied, having already decided I would drop the "captain" when actually speaking to him.

He released my hand.

"Quite a grip you have there. Your hand is kind of cold though," he laughed.

He left out "sweaty". I was definitely nervous having to meet his daughter.

"Yeah, it normally is," I told him, smiling.

After a few seconds, his arm was in the air, waving towards the direction we'd be traveling.

"Gwen's back here."

Gwen. Her name was Gwen. I couldn't get over the beauty of it. I wondered if it'd be the same with _her_.

We'd only walked a few feet when Captain Stacy stopped. He turned around to face me. Right behind him, slightly obscured but still visible, was probably one of the most gorgeous girls I'd ever seen in my life.

She had long, blond hair, a black headband in it. Blue eyes stared back at me. Her face suggested she was just as nervous as me.

"Gwen, I'd like you to meet Peter Parker," Captain Stacy told her, pointing at me. "Peter, this is my daughter, Gwen."

I was hypnotized. I couldn't move for a few seconds.

"Uh… h-h-hello, Gwen," I stuttered, making it probably the most noticeable stutter in the world.

"Hi," she replied, seemingly equally as hypnotized.

I didn't know I had it in me.

"Well you two, I'd love to stay and chat, but I… I have some official police business to attend to," he started. It was in the cards the whole time. "I'll talk to you later. I love you Gwen. Goodbye, Peter."

And just like that, Captain Stacy had left The Coffee Bean… and his daughter alone with a complete stranger.

Not wanting to make things anymore awkward, I went ahead and took a seat in the booth, opposite of where she sat.

"So, how are you?" I asked her, not exactly sure what to say.

She smiled a shy smile. "I'm good. A little stressed out, what with mid-terms coming up and everything. And you?"

It seemed I'd never be able to escape the subject of college.

"I've been better, I guess," I told her honestly.

"Girl problems?" she asked, an almost unnoticed frown on her face for a split-second.

"Oh, uhm… haha, no. I don't meet too many girls these days… or at all, really," I told her. "You're the first in a long time."

"Oh. All-boys college, or something?" she asked.

"Well, actually… I don't go to college. I dropped out of school when I was a Junior. It… I kind of regret it." I admitted.

"Really? Is that why your aunt and you are fighting?" she asked.

_Huh, how does she know we're fighting?_

"How, if you don't mind me asking, did you know we were fighting?" I asked Gwen, utterly confused.

Her face instantly turned a dark shade of red.

"Uhm… my Dad was telling me about it. He told me not to say anything about it, but I guess I just couldn't help myself. I'm sorry."

"No, no, it's fine," I told her. How the hell did Captain Stacy know? "Actually… it was five years ago… I came home and found out my uncle had been… well, he was murdered. I got into an argument with my aunt about it around two years later, and since then… we haven't really talked much."

I just so happened to leave out the part about me going after the killer by using powers I got from an irradiated spider. Oh, and also the part where I killed him.

"I'm- I'm so sorry, I had no idea," she apologized. "I'm sure that's been really tough on you. My mom actually left me and my Dad when I was just a little girl, so I can understand family problems."

I had _also_ left out the part where my Mom and Dad were killed in a plane crash when I was four.

"Did your Dad ever tell you why?" I asked her, feeling I was probably getting into something I didn't need to.

She shook her head. "No, only that it was for the best. He never really has anything good to say about her… I don't think I would, either."

I had a feeling that by the end of the day, Gwen and I were going to know a lot more about eachother than most people did.

**xXx**

A/N: I decided to use the "third-person" thing again. It gives a fresh feeling to the story, and actually kind of makes it seem like a comic-book by switching back and forth. Because we've now gone three chapters without reading about Spidey, I think he's due for a return in the next one. Gwen wasn't exactly reimagined like the other characters, but she's at least not exactly like the original. She's kind of out-spoken and bossy in this, so that's a difference. Alrighty, well, leave a review, and I'll see what I can do for the next chapter. Hope you're liking it so far!


	7. Man of the People

Chapter 6 - Man of the People

**xXx**

It was a Sunday evening, and I couldn't help but go out for some web-slinging. I was very confused. I hit it off surprisingly well with Gwen the night before, but that's when I realized the awful truth: I just couldn't have a girlfriend. It was something I failed to realize when it came to Felicia, too. In order for me to have a girlfriend, Spider-Man would have to cease to exist, for good. Going out every week-night, and staying out for hours on end was just something I wouldn't be able to explain. Of course, with me being jobless, the schedule could very well have a drastic change.

And when I started thinking about the schedule, I was hit by a second realization: maybe I wasn't in it for the people. The fact that I put my time as Spider-Man off into a corner of the day was enough to tell me that I was only using it as a way to vent. What if something crazy happened in the middle of the day? Would I follow my schedule, or would Spider-Man have to show himself in broad daylight?

Still, just the thought of Gwen had me dodging head-on collisions with buildings, due to my mind being astray. I couldn't have a girlfriend. It wouldn't be fair to her. Besides, she was a pretty girl, surely she'd find somebody else? Why would she _have _to be with me?

After a few more minutes of deep-thought, I came to a stop atop the _Daily Bugle_. Ignoring the anger rising in my body, due to the _Bugle's_ rather colorful articles about me, I scanned the city skyline. Everything looked to be in order. A slight fog was blanketing the city, giving it a very chilling-look. And that's when my spider-sense went berserk.

**xXx**

William Baker watched as three of his lackeys loaded up a truck with valuable paintings.

"Come on, move your asses!" William shouted at the men. "The boss wanted this stuff yesterday!"

"We're moving as fast as we can," one of the other men replied. "How about you try helping us out, Bill?"

William snorted.

"I've already had that job. I'm in the big leagues now. Won't be long before I'm seein' Mr. Osborn every single day," he laughed. "But for now, I'm dragging you'se around with me."

"The circle of life..." the other man muttered. He continued with helping the other two loading the paintings into the truck.

The alley they had parked in was, luckily for them, extremely dark. It concealed them from the rest of the city nicely.

"How many more do we have to go?" William asked.

"Only a couple more," came his answer. "Hey, how do you want us to stack the sandbags against them?"

"Just... prop the paintin's up against the sides, and put the bags in front of 'em, it's that easy."

The lackey nodded, and continued with his job. As he turned back around towards the truck's back door, he was met by a gloved fist.

CRACK!

He went flying through the air, and smashed into a brick wall opposite of the truck.

"-the hell?" William began, spinning back around to face the truck.

Nothing was there.

**xXx**

I almost felt bad for what I'd done: I was sure that the man I had just knocked into the wall wasn't going to be coming around anytime soon, and when he woke up in a cell, I was certain his pain was going to be excruciating. But the key word is _almost_.

Some guy in a goofy-looking green/black striped sweater turned around to look at me. I assumed that the truck I was hiding in was extremely dark, because he hadn't seemed to notice me, which was probably a good thing: he looked well-built enough that if he got a hold of me, I'd probably be crushed to dust, even with my spider-strength.

"Hey, Vito, get over here," he waved to one of the other men with him.

Three guys standing, and only one of them looked like a challenge.

"Get inside there, and check it out." He pointed at the truck's storage compartment, where I'd been hiding in the darkness.

I saw Vito reach down around his waist, retrieving a handgun. A few seconds later, the other weak-looking guy did the same. The striped-sweater guy did not, however. Vito climbed up into the back, quickly standing back up, gun raised.

"Anybody in here?" he called.

Why the hell would I reply to him?

Because the truck wasn't exactly as big as a mall like I'd hoped, I only had a few seconds to react before he eventually bumped into me. I bounced up to the ceiling, and looked down on him. He continued walking, smacking into the end of the storage cab.

"Dammit," he cursed, massaging his forehead. "Boss, nobody's in her- GAH!"

I came down full force on his head, smashing him into the floor, causing him to fire off a round before he passed out. His gun clattered against the wall. The second lackey began to make a mad dash for Vito's body when his boss stuck out his arm, holding him back.

"It's the Spider-Man," he told him. "Don't go in there: it's just what he's wantin'..."

He was a wise man. Kicking off the end of the storage cab, I torpedoed out of the truck, sticking to the same wall I had knocked the first guy into.

"What'd I tell yah?" the big guy yelled.

The lackey trained his gun on me, and fired three consecutive shots. I dodged each one, and splinters of brick flew in all directions.

The boss turned around, reached into the truck, and pulled out a large bag of sand. He was definitely as strong as he looked. With a groan, he lobbed the sandbag my way, narrowly missing his guy's head in the process. I was easily able to avoid it, but after it smashed into the wall, it threw clumps of sand everywhere.

"Watch where you throw that sand, man!" the lackey yelped.

"Hah! Sandman, you get it?" I quipped, something I rarely did. I repeated the torpedo maneuver, and smacked into the lackey, who was able to fire off one more round. This time, it shot the glass straight out of a window above us, sending glass showering down on us. A fist to the jaw silenced him _and_ his gun.

"Just me and you then, Sandman."

"You ain't takin' me in," he assured me, popping his neck and cracking his knuckles.

"We'll see about that."

I sprinted toward him, readying my shoulder for a tackle. Just as I collided with him, it suddenly felt like my entire skeleton was going to shoot out of my side.

"Owww!" I yelled, stunned.

Sandman laughed. Suddenly, before I had anytime at all to react, he had his giant hands wrapped around my head. He started to squeeze, tighter and tighter. I could feel a major throbbing in my head, partly due to my blaring spider-sense. Then, a loud CRACK! ripped through the air.

I had thought for sure that he had crushed my skull to bits, yet somehow leaving me alive. But instead, after a few moments, his hands slid from my face, and I heard something slump to the ground. I turned around and looked down, finding that Sandman had been killed. He was lying on his back, a pool of blood trickling underneath him. I averted my gaze upwards to find the last person I'd expected to see at that moment: Captain Stacy. He was accompanied by two other officers.

"You guys get this checked out, I'm going to have a word with the Spider-Man," he told the other officers. They looked at eachother very uneasily, and then glared at me: I was, after all, a vigilante, operating by my own rules.

Massaging my head, I watched as Captain Stacy waved me over to a wall beside the truck. I followed him as the other officers, still glaring, made their way to the back of the alley, where two of the four guys involved were laying down, out cold. Sandman was the only one who had been killed. I took some slight pride in knowing that I at least hadn't been the one to do him in.

Finally, after I met up with Captain Stacy by the wall, I was once again surprised, this time by the fact that he wore a smile on his face.

"You did good, Spider-Man," he told me. "We got some calls about all the gunfire, and because you were here, nobody got hurt, and nothing was stolen."

"Could you tell that to the _Bugle_?" I rhetorically asked, happy to hear somebody else talking good about my actions. "Thanks for having faith in me, Captain Stacy."

I couldn't believe I'd let it slip. Peter Parker may have met this man, but Spider-Man had not, up until five seconds ago, and on top of that, he'd never told Spider-Man his name. I stared at him, my jaw unhinged - not that he could tell through my mask - and I waited for him to reply.

"We need more good men like you," he said, almost acting like he hadn't heard me refer to him by his name and rank.

"I'd gladly give up these powers for a shot at a normal life," I admitted. In those five, long years, I'd almost forgotten what a normal life was like.

"Maybe so, but it's because of the things you do that keep the people believing," Captain Stacy told me. "You'd be surprised to know that you have quite the following."

He was right, it certainly was surprising. I'd always thought that, out of the five people who knew about me, they'd all think I was some demented creature of the night. To know that I was bringing faith back into this city was invigorating. It made me feel great.

"Well... that's..." I was speechless. I smiled. "I'll try to keep it up."

"Good," Captain Stacy grinned. "I look forward to helping you out as best as I can."

With a nod, he turned around, and went to join back up with his co-workers.

After standing by the wall for a few more seconds, soaking in the information Captain Stacy had just told me, I finally recovered enough to swing off.

Soaring over all of New York City by a thin thread felt like an all-new high, like the first time I'd swung around.

_You're welcome, _I thought, looking down upon my city.

**xXx**

A/N: This may come out as a short chapter, I don't know. WordPad seems to make long chapters very short-looking. I had William Baker (Sandman's real name, unlike in Spider-Man 3, where his comic streetname was his actual name) in this chapter just to throw another classic character in. Sure, he got killed after about two minutes of pagetime, but it was still a cameo nonetheless. This chapter was basically just a way to make Peter feel better about himself after having a terrible time with his thoughts (and it was also a way to 1. bring Spidey back into the story and 2. have Spidey meet Captain Stacy, which was something I wasn't sure how to go about doing. Sandman was about 50% based off of his Noir-counterpart, mainly in the way he went about trying to crush Spidey's head (he succeeded in doing so to a gangster in the second Noir story, and... it wasn't a pretty sight). Noir was a major inspiration for this story, so I like sticking these little nods in when I can. Also, I was really hoping to name this chapter either (Spider)Man of the People, or Spider-Man of the People, but due to FanFic's stupid way of formatting, both ways would have looked weird. It was only a simple play on words, anyway. Well, go ahead and leave a review!


	8. Peter Parker's Above Average Day

Chapter 7 - Peter Parker's Above Average Day

**xXx**

"I've been seeing him for a couple of years now, Peter," Aunt May told me.

I still couldn't wrap my head around the situation; there I was, sitting in Aunt May's apartment kitchen, and she had just told me that she'd been dating George Stacy for the past two years.

"Why didn't you ever tell me?" I asked her, slightly hurt, but still in shock.

"Well... we haven't really been on speaking terms, now have we?"

"That's true, but something this big, I feel like you should've told me."

"I'm sorry, you're right..." she apologized. "I'm assuming Gwen told you I'd wanted to speak to you?"

"She knows, too, doesn't she?" I felt like the only person in the world that hadn't known up to that point.

"Peter, please. The two of us haven't been talking lately, and I didn't just want George going off and telling you. So, I had Gwen let you know I wanted to talk to you," she told me. "You don't understand how it feels... I lost my husband, Peter!"

"Aunt May, please, I'm sorry. I don't want anymore fighting. I love you. You're the mother I'd always wanted, and I want you to remember that."

I stood up from my chair, and held my aunt, who it seemed I hadn't seen for hundreds of years, in a loving embrace.

"Forgive me," I sadly whispered to her, feeling like a seven-year-old again, like the time I'd broken one of Uncle Ben's many model cars.

"I already have."

After a few minutes, we broke off. The past five years seemed to melt away; it was like there'd never been an argument. I had my aunt - my mother - back.

"Now... George tells me you're out of a job?" she stated bluntly, changing the subject altogether.

I raised my hand to the back of my head, ruffling my hair, my face reddening.

"Yeah..." I felt ashamed having worked for a complete asshole for so long at such a low place to be working in the first place. "Don't worry, though, I'm sure I'll find some more work soon enough."

"George told me he'd found something for you," Aunt May began. "Nothing big yet, but if you gave it time..."

"Just as long as it's not telemarketing-"

"Nothing like that," she replied, with a look that suggested _"I can't believe you had that job."_ She opened her mouth to continuing speaking. "In fact, this is something you might like. I remember you always having dreams of it when you were a little boy. George was telling me about this position that opened up at the _Daily Bugle_."

I suddenly became washed over by slight anger. "No. Anywhere but that rag. I'll take telemarketing over the _Bugle_ any day."

Of course, I couldn't explain to Aunt May why this was. I couldn't say, _"Since they always talk bad about Spider-Man, I want nothing to do with that place."_

"Peter, consider it. He told me he's good friends with a reporter there named... uhm, Robert... Robbie Robertson," she told me. "He could apparently use an assistant. And if you get good at it, who knows: maybe you'll become a reporter one day."

Aunt May had been right. As a kid, I'd always wanted to be a reporter, and yes, maybe even for the _Bugle_. But that was before everything, before Spider-Man.

"Aunt May, I never even finished highschool. How could I make a good candidate for any position they have there?"

"Well, see, that's another thing I wanted to talk to you about..." she began, and I already knew where it was going. "You don't really need it for a job at the _Bugle_, but... Peter, what if you went back and got your GED?"

**xXx**

Getting my GED was something I'd wished I'd done a long time ago. Well... actually, I wished I had just finished highschool, but since I hadn't, getting my GED was the next best thing. Maybe my reconciliation with Aunt May was a sign that it was time for me to step up in my life, and make the _right_ decisions...

Walking back home, my thoughts in a whirlwind; I couldn't help but feel happy about the previous night's events. The fact that I had been told by an officer himself that I was making a difference in my city was enough to have me finally embracing my alter-ego. Maybe I didn't do as much as I could, but what I did do at least helped out. For the greater good, I was showing people that evil doesn't have to ruin their lives, and that somebody was fighting for them.

The darkness was the perfect backdrop to my patrols. It was my envelope, my protector, much like I was the city's protector. Casting a glance up into the star-filled dreamscape, I fully appreciated its beauty. Had it not been for the darkness, I'd have been dead long ago.

Not even half an hour later, I was in my costume, swinging around. I didn't even care if I ran into a crime-in-progress, I just wanted to help out my people.

**xXx**

_Meanwhile, OsCorp Industries_

Norman Osborn glanced around his office.

_How did he get himself killed? _he thought for the hundredth time, turning his attention outside of the large window behind his desk, the bright lights of the city blinding him, but not distracting him from his frustration.

William Baker, one of his top men, had been killed by some cop the night before. He'd been under Norman's employ for the past 12 years, making him one of his longest-running cronies.

"Connors, I need you!" Norman called out. After only a few moments, Curt Connors, the killer of Adrian Toomes, appeared in front of his desk.

"Yes, Mr. Osborn?" he replied. He raised his hands to his mouth, licking his fingers clean of a red substance: blood.

"I need you to get me..." Norman's voice trailed off.

_Who the hell could I send? _he asked himself.

"Uhm, get me... yes, of course! I need you to find Alex O'Hirn, and tell him to meet me here right away," Norman said excitedly.

"O'Hirn? But Mr. Osborn... with his growth, he doesn't really like to get out... how could I get him here?" Connors asked.

Norman smiled. "If money's involved, that freak will do whatever's asked of him. Besides, he has the mind of a child, how difficult could it be?"

Connors looked intently at Osborn before nodding. "As you wish."

He turned around, and walked out of Norman's office.

_That idiot may be just the thing to take Spider-Man out of the picture once and for all. Only then will my organization truly flourish... _Norman smiled a rather twisted smile.

He brought his attention back to his work. Laid out on his desk were documents detailing something his scientists had just come up with. A project that, if proven effective, would put him in control of somebody possibly even stronger than Spider-Man.

_If O'Hirn doesn't do the trick, maybe you will... _he thought, peering over the plans.

The document was labeled, "_Project: Oz"._

**xXx**

Despite my better judgement, I was now on an official date with Gwen Stacy. And strangely, despite her being a college student and our date taking place on a Monday night, she had no problem with still being awake at 11:35 PM.

"So, two years, huh?" I asked her, referring to her father's infatuation with Aunt May.

"And five months... I think," she replied, a laugh in her voice.

"Wild..."

I had lost interest in the half-eaten burger sitting in front of me an hour ago, but to fill in the moments of silence, I would take a small bite out of it. Thankfully, there hadn't been too many of them.

"How's college? Is it any harder than highschool?"

She shook her head. "It's not too bad. It's definitely more difficult than highschool, but so far nothing I can't handle."

"At least you're honest," I laughed. "Actually, I was talking with Aunt May earlier, and she put an interesting thought in my head. She wants me to get my GED, and... well, I can't say I'm against the idea."

"Great! That's great! Too many people drop out of school and just... they just don't even care. They don't even care that their life can be made a little bit more simpler if they just went back and got their GED. Good for you," she smiled.

"I _hope _it makes my life simpler. That's all I need right now..." I told her. She didn't even know the half of it. "I just realized I never even asked. What exactly are you wanting to be?"

She picked up her drink, and took a sip before setting it back on the table. "Well, I'm wanting to be a social worker. With a past like mine, you come to understand the pain of others, so it just seems natural."

"That's true. I never really had anything in mind once I was able to understand what exactly went into getting a job... my aunt and uncle always wanted me to be a doctor, but the idea just didn't really appeal to me."

"A doctor? You must be some kind of genius. It's funny, my roommate Mary Jane told me just the other day that her mom always wanted _her_ to be a doctor, too."

"Oh yeah? And what's she wanting to do now? Maybe I can get some kind of an idea," I asked her.

"Well, unless you're aspiring to be an actor, you may not have the same exact interests in mind."

"I'm a terrible actor," I laughed. "Oh yeah, I didn't even tell you! Aunt May said that your dad got me a job at the _Daily Bugle_. I'm going to be Robbie Robertson's assistant."

"Robbie's awesome, he'll make a great boss," she assured me. "He's been a friend of ours since I was a little girl. Just... be careful about the publisher, Jonah. Robbie says he means no harm, but the guy has quite the temper."

"Hmm... I'll keep that in mind."

I reached down and took a bite from the burger; not out of boredom, but because I had actually become slightly hungry.

"Oh my God..." Gwen muttered, her eyes staring past me, and her face suddenly half an inch above the table.

"Whmhp?" I mumbled through pieces of burger, my head spinning around, attempting to find the source of her reasoning for hiding.

"That's my old boyfriend," she started. "The one in the black."

I spotted a guy my age in a black jacket, red hair, with a mean look on his face.

"What's his deal?" I asked her, eyes still on the guy.

"That's just the way he always looks... it's his father, he never pays any attention to him," she told me, slight sympathy in her voice. "Dad wanted me to stop seeing him, though..."

I assumed that he had seen Gwen, despite her face being so well hidden, because he started to make his way towards our booth.

"He didn't take it very well, did he?" I quickly asked Gwen, who was slowly raising back up to a normal height.

"Nope."

Gwen's ex-boyfriend stopped in front of us, casting a quick look at me, before putting his full attention on Gwen.

"This your new plaything?" he asked in a rude tone, a smirk on his face.

"Don't be like that, Harry," she replied angrily. "He's a friend."

"I should warn you not to get too close," Harry began, looking straight at me. "You'll just get fucked over in the end."

"Oh Harry, grow up!" Gwen shouted, her face red with anger. "I told you it was complicated. Do I really need to explain mys-"

"Four years, I wasted my life with you... four God damned years! I did anything and everything for you, bought you things worth more than your life, and you repaid my love with nothing!"

"Leave me alone, Harry. Now." she threatened.

He stared at her, a look of deep hatred on his face. "Can you just tell me why?"

She looked up at him for a few seconds, contemplating something. "It's complicated."

Quickly, Harry turned around with a sneer, and headed for the exit. I was beginning to wonder if he had ran into us there by accident, or if he had followed us...

"Harry Osborn," she told me. "New York City's youngest billionaire, and one of its greatest jerks."

_Osborn..._ the name sounded familiar, but it hadn't seemed like anything of importance.

"Uhm..." I began, speaking for the first time in a minute. "What made your decision so... complicated, if you don't mind my asking?"

She looked down at the table, her blond hair falling over her face. "Dad told me Harry's father was a bad man... he didn't want me getting mixed up in anything."

I was now fully interested in our conversation. "A bad man?"

She nodded.

"Like... how?"

"Well, see, he runs this company, _OsCorp_. Everybody just knows him as Norman Osborn. They call him the 'Poster Boy of New York City'," she told me, her voice noticeably quieter. "But Dad told me on the streets he's known as something different. Dad can't prove there's a connection, but he believes it's there. But like I said, he can't prove anything, so Norman gets to run around and do whatever he wants."

"What's he known as on the streets?"

She looked around, dropping her voice to a low whisper. "On the streets, Dad told me he's known as the **Goblin**."

**xXx**

A/N: Oh-ho-ho, and the plot thickens. Not really, but you got some new info. Honestly, some of these chapters just feel like filler to me (not this one in particular, but some of the others). Nothing astonishing has happened to move the story along too much. What I'm trying to do is make this a pretty long FanFic (so far my longest one clocks in at 15 chapters, but it was nowhere near as ambitious as this), so some chapters will be filled with plot advancing materials, while others will not. In this one, however, we find that Aunt May's been seeing George, we found out about Oz (which will play an integral part in the story... yes, you may already have the correct idea), we met Harry Osborn, and even discovered that George has some suspicions in regards to Norman Osborn. Oh, and let's not forget the Alex O'Hirn mention! He'll be showing up, and I think you'll be pleased by my take on him. Now, get to reviewing, true believers!


	9. Enter the Rhino

Chapter 8 - Enter the Rhino

**xXx**

_"... the __**Goblin**__."_

Gwen's words still echoed in my head, even two days after our conversation. I wasn't sure what to do. I could go after him, all I'd have to do is find out where _OsCorp Industries_ was located. But what if he turned out to be innocent? That could destroy my already fragile reputation. That's when I remembered that the very next day, I was going to be the assistant to a reporter. Maybe he'd have some thoughts on the situation?

**xXx**

"_This is Felicia. Chances are my phone was off when you called, so just leave a message and I'll get back to you when I can, thanks." _Felicia's recorded voice spoke into my ear. I'd been calling her cellphone all day. Surely she hadn't decided to keep it off _**all**_ day?

"Hey, it's Peter again... just... call back, OK?" I stated, frustrated. I hung up, pocketing my own cell.

I looked around my bedroom. The white walls seemed to laugh at me. There I was wasting my time calling a girl that clearly didn't want to talk to me, and I just kept calling.

I stood up, deciding to get off my bed, and leave the room altogether.

_What to do, what to do, what to do?_

Heading for the front room, I flopped down onto the couch, grabbing the TV remote from the coffee table. I pressed the power button, and the TV flickered to life.

After a few seconds, the picture came into full focus. Robocop was playing on G4TV. Deciding I'd seen that movie two-hundred times too many, I flipped through the channels.

_The Young and the Restless, Jersey Shore, Hoarders... yup, quality television here..._

After only twenty seconds of flipping through utter garbage, I turned off the TV. I deeply exhaled, pressing my hands to my eyes. Nothing to do... Gwen was at college, what with it being Wednesday, so another date with her was out of the question... Aunt May was surely doing- well, she was probably doing nothing as well. I felt too tired to leave my apartment and go see her, though.

Finally, I gave in, twisted around on the couch, and lay still, attempting to get some unneeded rest. It was at this moment that I noticed something: I hadn't been following my schedule that whole week.

**xXx**

Alex O'Hirn tapped the bone protruding from his head. He did this for good luck, and it almost always seemed to work. Just a couple nights before, his services were once again requested by the Goblin. It seemed that the Spider-Man had finally presented a problem to his organization. Alex only knew it was a matter of time when Spider-Man first started showing up in headlines, so he wasn't surprised at all. After being offered a large sum of cash, he couldn't bring himself to refuse the job.

_Not that I got anything ta' worry about..._ he thought to himself.

**xXx**

When he was born, the doctors were baffled: Alex's skull seemed disfigured, something they hadn't noticed with his ultrasounds. It was also very difficult to give him any required shots, as his skin was some of the toughest they'd ever come across. At the time, it wasn't anything to be concerned about. His cranium just seemed a little enlarged in the center above his brow line, and he was actually very lucky to have such tough skin, even if it was difficult to administer vaccines. As the months went on, the disfigurement seemed to grow. Concerned, his mother took him to the hospital, only for the doctors to turn her away with absolutely no explanation. A few years went by, and Alex, only at the age of five years old, was walking around with a large, cone-shaped knot on his head. His mother, now jobless and without money, was unable to take Alex to the hospital for another look.

Things continued this way until Alex was seventeen years of age. His mother passed away from heart failure, and Alex found himself truly alone. Living on the streets for so long taught him how to survive by himself, though, and he was able to make it on his own.

Even with his mother dead, the worst was yet to come for Alex. It was a few months after he had turned 26 that he finally became frightened. Waking up one morning, he felt immense pain where the knot on his head should have been. Reaching up to feel it, he was shocked when his finger had been jabbed by something extremely sharp. After a few more seconds of poking and prodding, Alex discovered he now had a horn jutting out of the exact area the knot had been. Retracting his hand, he spotted blood all over his fingers: the horn had torn through the knot during his sleep.

After awhile, Alex came to terms with his now major disfigurement. Over the next few years, it had even continued growing. It was unbearably painful for Alex, however, as his skin hadn't gotten any weaker since birth. As the horn grew, so did the pain in his forehead as it tore further through his skin. Eventually, when it reached an incredible size of one foot and three inches, the horn stopped growing, and the throbbing pain in Alex's head died down.

He attracted many looks from people on the streets, and usually stayed hidden in back-alleys, his only company being other homeless people. Because many of them were just as unfortunate as Alex, they had no desire or reason to gawk at his disfigurement. They became his family, in a sense.

**xXx**

This new job would be no problem for him. He was used to a little searching and destroying, so it was nothing new to him. Sure, he was going after the Spider-Man himself, but what made him so different from any other targets? Yes, he could shoot webs from his wrists, and climb up walls, but Alex had something that Spider-Man didn't: a sharp, one foot, three inch horn that could easily rip through human flesh and bone with the slightest of ease. The dozens of bodies with gaping holes in their chests could testify to this.

**xXx**

Norman talked happily into the phone.

"Everything's going according to plan it sounds, O'Hirn," he said. "See to it that that doesn't change."

"_You got it."_

Norman hung up, putting the cellphone into his shirt pocket.

He felt like laughing. Nothing had gone wrong so far in the expansion of his criminal empire. He'd gone through Foswell, Lincoln, Silvermane... and before too long, even the all-powerful Wilson Fisk would be dirt beneath his heel, and the name "Norman Osborn" would be synonymous with the phrase "Kingpin of Crime".

"Hehe..." Norman laughed, excited by the very thought.

_O'Hirn won't fail... he CAN'T fail..._

**xXx**

I woke up around 10 PM. Even if I didn't need the sleep, I sure as hell got it. Groggily, I got up off the couch, yawned, and stretched. With my sleeping schedule seriously screwed up now, I knew it would be difficult getting to work on time the next day.

With the city now shrouded in darkness, it was time for Spider-Man to come out and play. Before grabbing my costume, though, I decided to check the news, and see if anything crazy was going on.

Some car commercial was on, so I sat through that and waited for the news to come back on.

"_And now, our top story. An as of now unnamed man with some kind of spike or horn attached to his head was causing a riot outside of the Daily Bugle, before busting through the entrance. He reportedly took several hostages in his raid on the building, one of them being the Daily Bugle's publisher himself, J. Jonah Jame-"_

I turned the TV off, knowing what the night's first order of business was. Looks like my first day of work was already starting...

**xXx**

J. Jonah Jameson sat calmly in the corner of his office, watching his captor pace back and forth.

"Pretty ballsy of you to come in here and do this without a gun, don't you think?" Jameson snorted. "You plan on using that traffic cone you got there?"

This comment seemed to anger the man, as he turned his full attention towards Jameson, and stalked towards him.

"Pretty ballsy of you to make a remark like that," the man sneered. "I hate ta' tell ya, but you're not getting outta here alive."

Jameson rolled his eyes, unfazed by the threat. "Why keep me alive, then?"

"You're my insurance..."

The man turned back around, resuming his pacing.

"Where are the others?" Jameson asked him.

"I got that bitch and the other bastard locked up somewhere else," the man replied. "They'll be going home if the cops can find 'em."

"So, you're not completely heartless then, great..." Jameson's voice trailed off.

"Nope."

Jameson wasn't scared of death. He'd had many death threats made against him, some of them even almost going beyond just a threat, but they'd never bothered him.

"Can you just hurry this up?" Jameson asked. "I don't want my wife starting dinner if she doesn't have to..."

"In a hurry ta' die are ya?"

"Well, if you don't hurry this up, I'm going to die from boredom."

The other man laughed at this. "You're a crazy, old fool..."

Before Jameson had time to react, there was a crash, and he could hear glass fall onto the floor outside of his office.

"That's my cue," the man told him.

Suddenly, the man leaned forward, and without warning, ran straight into the door, smashing it to bits.

"That's what I call using your head!" came another voice. Without even seeing the figure, Jameson knew exactly who it was: the Spider-Man.

_'Bout time..._

**xXx**

After I got a good look at the man in front of me, I'd instantly regretted coming to the _Bugle. _He was a big guy, maybe six foot tall at least, looked like he weighed 300 pounds... and he had a freaking foot-long horn jutting out of his forehead. That, and he'd just used it to rip right through a door.

"Rhino..." I muttered under my breath, amazed.

"What was that?" the man asked.

I shook my head, remembering that I was facing a criminal.

"You remind me of a rhino."

He snorted. "Real funny, spider-freak."

"Actually, I was being serious."

I sprung up to the ceiling, bouncing off it, and headed straight for Rhino, feet-first. My feet connected with his chest, and a shockwave that started in my feet traveled all the way up through my body. It was like I'd rammed into Sandman all over again.

"Dammit!" I cursed, my entire legs feeling like they had fallen asleep.

"Hah!" Rhino laughed. "I don't just got this horn up here... my entire body is rock solid. I guess it pays off to be a freak."

A freak is most certainly what he was. The horn was something I could understand immediately; I was sure that he was born with some kind of strange calcium build-up in his forehead. I'd never seen anything like it, but that was my best explanation. But his body being that tough... it was completely unnatural. Then again, I have spider-powers, so I can't really say much.

"I don't suppose we could call this off?" I quipped, still majorly stunned.

"Not on your life." Rhino replied, spitting.

It was sure to be the fight of the century.

**xXx**

A/N: Very fast update. I had to get this out. What I have planned next will hopefully be shocking. What about that Rhino, aye? A guy with a disfigured head. Sure, it makes little to no sense, but at least it keeps up with the realism. I also threw in a lot of names there for the crime lords (Foswell is the Big Man, and Lincoln is Tombstone). Just thought I'd have a little nod there. Well... leave a review if you will!


	10. Consequences

Chapter 9 - Consequences

**xXx**

_Sharp, it's too damn sharp... gotta move! Spider-sense! Shit, left, right, hook 'em there! Yeah, got him!_

Rhino, despite his gargantuan size, was one of the fastest criminals I'd ever faced in my life. Had it not been for my spider-sense, he surely would have put a hole straight through my heart before the fight had even gotten underway. Without any cops around, this wouldn't end like my fight with Sandman had. Maybe that was a good thing. I didn't need anymore blood on my hands.

"Stand still!" he screamed, sending a flurry of punches my way. I performed a back-flip, barely missing his fists by an inch. I shot two strands of webbing at his legs, and pulled with all my might. His legs flew up through the air, and he slammed into the ground on his back.

He quickly jumped up with a grunt, and popped his back. "Gonna have ta do better than that!"

"I'll take that into consideration," I responded. I didn't know how I'd beat him. There didn't seem to be anyway out. I could knock him out the window, but something told me he wouldn't survive the thirty-plus story fall. And with his horn, I couldn't afford to get too close.

"Where did you put Jameson?"

"Heheh... wouldn't you like ta know?" Rhino chuckled, wiping some spittle from his mouth.

"Not at all, I just asked because I felt like hearing myself talk," I quipped.

Rhino lowered his head, ready to charge at me for the upteenth time.

"I gotta warn you: if you miss me, you take the risk of charging right out a window!"

I was joking around too much. Way more than I normally did. Joking may have angered the bad guy, but it also distracted me from time to time. Couldn't afford to get distracted.

With a snort, Rhino took off, quickly gaining speed. I barely had time to leap out of his way, and just as I thought I was in the clear, I felt a sharp pain in my right arm.

"GAH!" I yelled out, sliding into the floor, clutching my arm. I looked down at it: there was a large gash in between my elbow and shoulder. Anger flared up in my mind, replacing the pain. "Now you pissed me off!"

He had already turned around, and it looked like he was readying himself for another charge. I didn't give him the time. Within a second, I was all around his face, hitting him with everything I had. Some of his teeth flew from his mouth, and despite it all, he was laughing. He was laughing at me. I stopped, backing away from him.

"What the hell's so funny?" I demanded of him, steam almost shooting from my ears. "I'm not the one that looks like a freak!"

This shut him up. In fact, his smiling face was now replaced by one of frustration. But I didn't care.

"Look at you!" I yelled. "You have a fucking horn on your head! You're a complete freak!"

I could see his body shaking, seething in absolute anger. I had really flipped a switch.

"That's all I been called all my life." he said.

Yeah, I'd definitely done something.

"Just 'cause I was born like this. It's not my fault. I can't get nothing looking like this. So, I'm forced ta work on the streets for absolute garbage, workin' for money that's just as dirty as the filth I live in. I gotta take out do-gooders like you just so I can eat," he stated, blankly.

"Hey... I'm... uhh... I'm sorry, I didn't mean to-"

"No, don't start. I don't need your pity," he began. "I don't need shit. I got nothing."

He reached up to his head, and grabbed onto his horn.

_What the hell's he doing?_

"You know how many times I've tried ta just end it all?" he asked using the same monotonous tone. "Too many. Guns don't work, skin's too hard. Same goes for blades..."

Next, he did something that shocked me and equally had me in disgust: he had literally ripped, or pulled, or did whatever he did to the horn to separate it from his head. The end that had been in his head was now covered in blood, and the large wound on his forehead was also leaking the crimson liquid.

"So, why not use the only thing that's been proven ta make it through this skin?"

"Wait... wait, no, Rhino- er, guy: don't do this. I'm sorry, I didn't mean it, alright? Just put the horn down-"

"Too late. I'm gonna bleed out anyway. Y'know it, just admit it."

I couldn't believe how drastic a turn the situation had taken.

"Listen to me... just, please, for your sake and mine, put it down. Now."

Then, with speed that far outmatched my own, he had lowered the horn, arms bent, and then flung his arms towards his face, ramming the horn through his forehead, point-first. He slumped to the ground. Instant death.

I fell to my knees, many emotions flying through my head. He may have been a criminal, but... no, he didn't deserve this. Didn't deserve to die, no matter what he did.

**xXx**

_I held the gun to the man's head. He killed Uncle Ben, and now I was going to do the same. But then there was a voice in the back of my head._

_ "Don't do it, Peter." Uncle Ben was telling me. "With great power, comes an even greater responsibility. You failed me. You let him go."_

_ He was right. It was my fault this man was allowed to run free and kill Uncle Ben. All my fault. _

_ I stood there for a few more moments, the barrel still pressed to his forehead. He was sobbing now, tears running down his face. Sighing, I turned the gun around, the butt against his forehead now, I raised my arm, and brought it down onto his head, knocking him out cold._

_ He may have killed my uncle, but nobody deserves to die. Nobody. I would let the cops deal with him_

_ And with that, I dove out the window I had thrown him into just seconds earlier, swinging away from the scene, my thoughts still on my dead uncle._

**xXx**

Quickly, I lifted my mask up half-way, and threw my guts up. Bile shot through my throat, burning it, tears stinging at my eyes. I wretched, and wretched, and wretched. Sniffling, I sat hunched over, barely supporting myself.

_I could've stopped him... I could've stopped him..._

I didn't even know who I was thinking of at this point. Uncle Ben's killer or Rhino. Did it matter? Was it wrong of me to let either thing take place? I knew what Rhino was going to do before he even did it, yet I let him end his life right there. He wanted to, though. Would I have only made him feel worse by stopping him?

I threw up some more, wiping the vomit from my mouth.

"God..." I muttered under my breath. I rolled over, lying on my back.

I laid there for a few minutes. Maybe even hours, days, weeks... I couldn't tell. It seemed like I'd been there my whole life when somebody snapped me out of my trance.

"You still there?" a gruff voice called out.

I jumped to my feet.

"Who's there?"

A few seconds.

"It's Jameson. Did you stop that lunatic?"

Jameson. J. Jonah Jameson. The man responsible for my bad reputation. Maybe I could have a word with him about that.

"He stopped himself..." I replied distantly, my eyes flowing over Rhino's corpse, the horn pushed deeper into his forehead due to his fall.

I heard sounds of movement, and Jameson suddenly appeared in the doorway Rhino had busted through shortly after I'd arrived. He looked beat-up. Rhino definitely hadn't treated him too nicely.

"Killed himself, did he? Ah, sad bastard..."

"Hey!" I yelped angrily. "He shouldn't have done it. Why would he do this...?"

Jameson rolled his eyes, a smirk spreading across his face.

"Did you see the guy? If I was him, I'd have offed myself a long time ago."

There was a bit of silence after this. I had a feeling I wasn't going to like Jameson anymore than I did now when I started working for him as Peter Parker the next day.

"What's up with all the Spidey-bashing in your paper?" I asked of him, taking my mind off of Rhino for a few seconds.

"You're a white guy, huh?" he responded, completely ignoring my question. That's when I realized I hadn't pulled my mask back down. I did so, and returned my gaze to him.

"What did I ever do to you?"

"It's purely so the paper'll sell. You've never done anything to me personally. But the people don't want a hero. They can read about them in _Reader's Digest _or _Time_. No, what the people want is somebody to hate," he told me.

"Then find somebody that's actually done something wrong," I said threateningly. "I just saved your ass back there. The least you owe me is to stop with all the negativity."

"I'll consider it..." he told me. For some reason, I didn't think he would. I didn't really care at that point.

I gave him a look-over: a moustache that formed into a small beard, black, greasy, curly hair that fell over his eyes... he looked like he was in his 50's at least. Not what I imagined him looking like.

"Well, think about it real hard," I told him, looking towards the window I had busted through. "Because right now, I need all the support I can get."

And then I was gone.

**xXx**

_OsCorp Industries_

"God dammit!" Norman yelled, punching a hole straight through the mirror he had been looking in. He retracted his hand, glass shards sticking out from it, blood trickling from the cuts.

Connors was behind him, head shaking. "What do you suppose we do, Norman?"

Norman looked into his shattered reflection, eyes glazed over. "I'm going to use Oz. If you want something done right, you have to do it yourself."

He turned around and looked his right-hand man in the eyes.

Connors showed a visual disagreement to this, but said nothing.

"I'm tired of others failing me. If I want to be the face of this city's underworld, I'm going to have to have the image to back it up, something only Lincoln was able to accomplish."

"I understand sir."

"Good. Meet me in the lab, with Oz ready for the injection process. If Spider-Man's going to be taken out of the picture, it's going to be by me, because apparently I'm the only one capable."

Connors nodded and strode off.

_This is my city you wall-crawling fuck. I own it. I own you._

**xXx**

Gwen was at my apartment. Instead of going out on a date, we figured we'd just watch a movie. We settled for some movie called "Memento". It confused me to no end, but I sat through it anyway. By the end of it, we both looked like we were about to fall asleep. Given that it was a little passed midnight, this was completely understandable.

"What did-" I yawned. "-you think about it?"

"It was good," she replied. "A little confusing at first, but then I realized how it was all setup."

"Definitely not like any movie I've ever seen... it'd be so weird to never make memories again."

"Tell me about it."

We both sat there, looking at eachother. She had a smile on her face, and I was lucky to even have my eyes open.

"Dad's so happy that I got together with somebody like you," she said, the smile never fading.

"How is he, by the way?" I asked. "I haven't talked to him for awhile."

She sighed. "Busy as ever, I guess. I haven't gotten to see him too much."

Slowly, my mind started to wander. I remembered Rhino. I remembered the vision of the alternate outcome to that night. Jameson. And before I knew what was happening, I felt lips against my own. When I finally brought my attention back to reality, I saw Gwen leaning over me, eyes closed, kissing me. It was hardly our first kiss by then, but she seemed really... passionate about it. I went along with it, any feelings of anger or sadness I'd harbored were now gone. We were joined at the mouth, our kiss lasting far longer than anything I'd ever seen in the movies. Without even thinking, I'd lifted her up into my arms, carrying her giggling form off into my bedroom, promptly closing the door behind me with my foot.

**xXx**

Norman had been sitting in the lone chair of Lab 14 for only about five minutes, his arms strapped onto the arm rests. He was preparing himself mentally for any possible effects Oz would have on him. After all, it had gone completely untested on human subjects.

"Connors!" he called out. "Does it really have to be 200 degrees in here? I feel like I'm going to catch on fire any second..."

Connors suddenly appeared, a syringe in hand.

"I'm afraid that all animal subjects that have shown positive effects from testing were exposed to extreme heat. We can only assume it'd be the same for a human."

"Good thing you know what you're talking about... one of my smartest friends, and you're not afraid to get your hands dirty."

"It keeps me fed." He smiled his same toothy grin. Norman suddenly looked serious.

"I've always told myself not to ask you, but... why do you... enjoy feeding? How did it start?"

Connors sighed, seemingly thinking deeply about his response. "I had a problem growing up... I would eat strange things. It started off with bugs. I would eat any kind bug I could find. Whether it had wings, a thousands legs, didn't matter. Then I started wanting something more... it got to the point where I found myself retrieving the carcasses of animals on the road, and, well... one day, I came home from school. I must've been in... I believe I was thirteen, fourteen. I saw my father beating my mother. I loved my mother. I never did understand why she married a bastard like my father. Watching him do that, it just made me snap. Before I knew it, she was pulling me off of him, and... I had his intestines clutched in my fists, his stomach was ripped open... but it felt so right."

At this point, any normal person would have immediately thought the worst of Curt. But Norman knew him. He was his closest and possibly only friend, even if his methods of survival were questionable to say the least.

"The sins of the father..." Norman said. "Don't ever think wrong of it, Curt."

"I never have," Connors replied, a glazed look in his eyes.

Suddenly, a loud, electronic beep went off, and a red light attached to the lab's entrance began to flash.

Norman gulped. "It's ready. If something should go wrong-"

"Nothing will go wrong," Connors interrupted. "I would stake my life on it. Maybe it hasn't been tested on humans, but if I thought even the slightest of problems could occur, I wouldn't be doing this for you, Norman."

"There are always risks in science, Curt, you of all people should know that."

"I suppose."

There was a moment of silence, Norman's breathing heavy, his body shaking as much as it could with it being confined. He nodded at Curt to begin.

Curt raised the syringe, flicking the end a few times. Finally, he pushed it into Norman's arm, emptying its contents into his body. He pulled the syringe out slowly, and placed it on a small table next to the chair. He stared intently at Norman.

Nothing happened for a few seconds.

"Did it work?" Connors asked, studying Norman's body for any change at all.

A smile slowly spread across Norman's face. "I definitely feel different... better! Stronger! We've done it, Curt!"

Connors laughed, unlatching Norman's confines. "Spider-Man doesn't stand a chance, friend."

"That he doesn't."

Norman massaged his wrists for a few seconds.

"For some reason, though, I kind of feel like-"

He dropped to the floor. Connors, a fearful look now replacing the smile that had occupied his face only moments ago, watched as his friend began convulsing.

"Norman?" Connors began, completely freaked-out. "Dammit... I knew we should have tested it first! I just wanted you to be happy!"

Connors watched as his friend continued writhing on the tile, having no idea what he was supposed to do. Suddenly, the seizure stopped. Norman lay completely still.

"No, no, Norman!" Connors cried out. "Don't die on me, dammit!"

Connors knelt down beside Norman, attempting CPR.

"You're going to be okay!" he screamed, more to reassure himself than the unconscious man below him.

Without any warning whatsoever, Norman's eyes opened, and his arm shot up towards Curt's face. Two incredibly sharp talons dug their way into Curt's eye sockets, ripping his eye balls from them, blood shooting out of the new orifices.

"FUCK! GAAAAAAAAH!" Connors screamed at the top of his lungs, blindly running around, flailing his arms about.

Norman stood up, staring straight ahead. His lips curled into a nasty smirk.

"Heh... hehe... heheheheh... hah! Hahaha! HAHAHAHAHA!" He cackled in a voice that was not his own, all the while, his body still transforming. The talons he now sported on each hand were the smallest changes that had occurred to the once normal-looking man. Many of his muscles had found their way on the outside of his body, looking as though he had some sort of skin disorder. Daggers replaced his teeth, his eyes fiery red. But strangest of all these changes: his skin had become a dark shade of green.

Where once Norman Osborn stood, something entirely different took his place.'

"This city will belong to the Goblin," he said under his breath, never losing his smile.

Completely out of nowhere, his entire body burst into flames. It looked like some kind of expensive pyro effect at a high-dollar concert. Only it was a human being - a creature - that was burning.

And the Goblin just laughed.

**xXx**

A/N: This was the longest chapter of the story so far! 3,000+ words! Alright, at this moment, the origin of the Goblin has undergone one revision. That last segment was originally about a paragraph or two, and was noticeably rushed. I still feel that I could've done better, but I'll always feel that way with my writings. Here's to hoping there won't need to be a second revision. So, Rhino killed himself... crazy, huh? Think what you want, but I needed a way to get Peter to deeply think about his actions in "Breaking Point". Also, yes, the whole thing with Peter and Gwen was most definitely an allusion to sex. I didn't get explicit with it, though, so you can't cry about it. I needed to establish that, while they haven't been together for long, these two do care about each other, and they both have very brash attitudes. "Memento" is an amazing film from Christopher Nolan (or The Dark Knight guy, however you know him as). If you haven't seen it, I recommend you do so now! Alright, leave some reviews people! You seem to be forgetting to do that. :D


	11. Truth and Lies

Chapter 10 - Truth and Lies

**xXx**

I was blinded. Four seconds earlier, I was in a dream fighting Shocker and Rhino at the same time, and now I was getting a faceful of daylight.

"Wow! Yeah, that's bright..." I announced groggily, rubbing my eyes. As my eyes slowly adjusted, I could makeout Gwen's form sitting on the edge of my bed. She was fully clothed.

_Regret? _I thought to myself, a little saddened.

"You okay?" I asked her, sitting up and moving towards her. Realizing I wasn't dressed, I quickly wrapped the cover around me; I cursed myself for not paying the heating bill.

She nodded her head. Something was wrong, and I could tell just by the way there was no life in her movement.

"Do you... uhm... do you... regret...?" I stumbled over my words.

She quickly looked at me. "No, no, nothing like that, I promise!"

"Then, what's the problem?"

She looked back out the window, took a deep breath, exhaled, and then turned back to me. "It's just... Peter, this was my first time. I... I want that to mean something."

"Well, it was mine, too. I thought it meant something to me."

"I just mean that, my first time... I wanted it to be with the person I was going to marry."

I didn't know what to say next. We hadn't been dating but for...

_Has it even been a week? _I asked myself. I mentally slapped my forehead. _I rushed into this thing... I shouldn't have done this to her._

"Uhm... hmmm..." the words just couldn't come to me.

"You... you weren't planning on this going anywhere?" she asked me, a defensive tone now in her voice.

Now she was looking at it wrong.

"Oh no, I'm not saying that. I completely understand what you're saying, it's just... I'm afraid I might have... I shouldn't have done this to you."

I'm pretty sure whatever I was saying was only making things that much worse for the situation.

"I know, I'm stupid... I'm sitting here talking about marriage, and we've only been actually dating for almost four days-"

_Holy shit... what have I done?_

"F-f-our day... days?" I stuttered, my eyes widening. "Oh God... oh God, Gwen... I'm... I'm so sorry, I wasn't thinking last night, I had a rough day, I- OW!"

A seering pain shot up my right arm. I looked down at it: the gash! Rhino tore my arm up the night before, and I forgot all about it!

I assumed Gwen hadn't been too mad at my comment, because she grabbed my arm - maybe a bit too rough - and examined the wound I'd received the night before.

"Peter, what happened?" she asked, fear in her voice.

"It, uh, it... cut... and my arm..."

"I can see _that_," she told me, annoyed. "How did _that_ happen?"

Obviously, I couldn't tell her that I had gone to the _Daily Bugle_ in an attempt to rescue J. Jonah Jameson from a lunatic with a bone growing out of his head, all as Spider-Man, no less.

"Well, I-"

_Daily Bugle... J. Jonah Jameson..._

I shot a glance at my alarm clock: 9:23 A.M.

"The _Bugle_!" I exclaimed, throwing the cover off me, and quickly putting on the boxers and pants I'd worn the day before.

"Oh..." Gwen said sadly.

Going through the shirts in my closet, I said over my shoulder, "Gwen, I'll tell you everything when I'm done for the day, I promise."

She quickly got off the bed, and walked out of my room. I think she mumbled a goodbye.

If my spider-sense could pick up on romantic problems, I'm sure it would have given me an aneurysm by that point.

**xXx**

_The Daily Bugle, 30 Minutes Later_

I hadn't stopped thinking about Gwen all the way to the top floor of the _Bugle_. What was I going to tell her? The truth, like I promised?

Stepping off the elevator, my senses were attacked from all around. The sounds were overwhelming: telephones ringing everywhere, a couple TVs blaring, people conversing, most typing away at their computers... it was actually quite a sight.

"You must be Peter Parker," a deep voice announced, tearing into my thoughts.

"Huh, yeah," I said, searching around for the source, my eyes resting about an elderly black man with a cane. He had graying hair and looked to be in his 60's. He was older than Jameson, that much was certain. "Mr. Robertson?"

"Please, leave it at Robbie. No need to be formal. Too many people my age are going on about how the young should respect their elders, when we ourselves only acted the same growing up." he replied, stumbling over towards me, the CLACK! of his cane surprisingly audible over the bustle of the room.

"It doesn't hurt us to show a little respect, though," I told him, hoping to get on his good side. After all, this was my boss. I really didn't want him to turn out to be the same as Toomes.

"It doesn't hurt any of us to show a little respect," he laughed, coughing into his arm afterwards. "Here, follow me back to my office. I'll show you what we'll be working on."

I did as he asked, and followed him, still in awe by the productivity around me.

".._.and The First Bank of New York found half of the contents of its vault missing early this morning. Police believe this to be another move by the cat burglar who's pulled two similar heists in this past month alone." _came the voice of a reporter on one of the TVs as we walked past.

_Why haven't I heard anything about this cat burglar? _I thought to myself, still following Robbie. I pushed the thought from my mind after a few seconds when we finally reached our destination.

"Could you get the door," Robbie asked, half-turning to point at it after we'd stepped into his office. I did so, and then proceeded to stand in front of his desk as he took a seat. He rested his cane against the desk. "There's a chair in the corner, there." I turned around, and sure enough, there was a chair to the left of the door. I carefully picked it up, placed it in front of his desk, and took a seat, adjusting to the uncomfortable material some idiot decided to use.

"Before I begin, I would like for you to know who I am, and in turn, I'd like to know a bit about you." Robbie began, fixing a cold stare on me.

"Sounds fair," I replied nervously.

He took a drink from a thermus he had next to a stack of papers. Setting the thermus down, he redirected his attention to me.

"'Nam was a hell of a place. I was only a kid when I was serving, so I can't even imagine what it was like for the old breed. When you weren't worrying about getting shot up, there was malaria, unhelpful villagers... the news that your best friend had been blown to thirty trillion little, tiny pieces by a cluster of mines... but for me, coming home was even worse." He paused, averting his gaze to the ceiling before looking at me once more. "My son... Randy... he'd gotten into a lot of trouble while I'd been gone. He'd only been seven years old and he was already in a gang. Seven. And people say these times are bad...

"'The Bronx Bad Boys' is what they were calling themselves. They'd kill, steal, rape... horrible people, and my son was apart of them. Jesus... seven years old, it still gets me even to this day. Now see, Martha, my wife, hadn't known about this. When I finally made it back home, Randy confided in me. He'd told me the reasoning behind it was his growing up without me there. He apologized, told me he'd accept any kind of punishment I had planned... he just wanted to tell them he was out first. This was back before it was widely known that there is no calling it quits in the gang world. So Randy set off to do just that..."

Robbie's voice trailed off. I could sense sadness in his voice.

"The next time I saw him, he had two bullet holes in his head, and half a glasgow smile carved into his face."

My eyes widened at this. "Oh my... oh my God..."

"I never did find the bastards that did it to him... I didn't tell the police what Randy had told me, about the gang. I never told Martha... I can't say I would if I had the chance to now."

"Oh, she's-?" I cut myself off. "I'm so sorry..."

"You should be... she took all my money in the divorce," he smiled at his dark joke. "Turns out, I wasn't the only victim of an unfaithful wife during my time in 'Nam."

"It sounds like you've been through the ringer."

"I can only wish. If It hadn't been for Jonah giving me a place here all those years ago... well, I'm hard-pressed to think about where I'd be instead."

"Speaking of Jonah... he's not... crooked, is he?" I asked.

Robbie shook his head. "Not at all. I know how he seems. I know how he can be to some people, but J. Jonah Jameson is truly one of the most honest men I've ever had the fortune to meet. The man's like a brother to me."

"Am I going to be seeing a lot of him?"

"For right now, you'll only be reporting to me. Everything to him goes through me first. That's not to say he won't ever ask to speak with you."

"Hmmm... what is it we're working on exactly?"

"George didn't tell you? That's typical of him," Robbie scoffed. "Investigative journalism. I'm actually in the middle of a case."

I had to give Robbie props: not many 60-somethings could say they were investigative journalists.

"Well, this might be exciting after all," I smiled.

Robbie nodded, returning a smile. "You almost side-stepped me, there. I told you my life story, now I want to hear yours." He folded his hands, and rested his chin upon them.

"My life story..." I began. He'd told me some pretty personal stuff. Maybe I could bend the truth? Or just not give the whole truth...? "Where to begin?"

"How about the beginning?" Robbie insisted.

I laughed. "The beginning... the earliest I can remember... my parents took me to my aunt and uncle's house and told me I'd be staying with them for awhile. I must've been, three, four? It's crazy the things we can remember..."

"Give it time, you'll realize how underappreciated that ability was."

I nodded. "They left. For the next two years, I'd wake up everyday expecting to see them. I never did. I remember... I remember eating breakfast one morning... it was a Tuesday. I looked up from my bowl of cereal and I just flat-out asked my uncle, 'Where's mommy and daddy?'... 'Peter, they're not coming back. Their plane ran into trouble.'" I had a vacant smile on my face at that point. "I didn't even cry. It sounds terrible, but... I didn't really know my parents. Now, I'm not saying I wasn't upset. My uncle hadn't really came out and told me they'd died at first... it took a few more years for that. I did get upset when all the other kids at school would talk about how much fun they had with their parents, though. None of them talked about their aunts and uncles... but with time, I didn't even think of them as my aunt and uncle. It was like having the parents I should have had all along..."

**xXx**

_Dammit, Gracie's gonna kill me! _Hank Phelps thought, checking his watch for what must've been the hundredth time in just the past four minutes. He was late getting home... again. Waiting at the crosswalk, he was bouncing on the heels of his feet. For many seconds, he watched cars, vans, and trucks of all kinds drive past. When the signal changed to let the pedestrians know they could cross, Hank broke out into a trot.

_I guess I could cut through the alley. Might shave off a few minutes._

Deciding against his better judgement, Hank took off for the alleyway between Liberty and Cassidy streets, his briefcase knocking against his left leg.

Suddenly, there was an ear-splitting crack overhead, and lightning flashed across the sky. Rain began to pour down immediately afterwards.

"That's just _fuckin' _great!" Hank yelled up to the sky. "Just great..."

Lightning flashed again. Hank stopped in his tracks.

_What the hell was that? _he thought to himself, his eyes widening. Hank saw something. He _knew _he saw something.

"Who's there?" he called out to what seemed to only be the darkness. No answer, just as he'd figured.

_I know I saw something..._

He decided to continue moving, albeit at a much faster pace. Rain water that had already collected on the ground was being sloshed around by his shuffling.

Just as Hank turned the corner of the alley, he felt a sharp pain in his back. Before he could react, he was pulled to the ground. He was dazed by whatever had attacked, unable to comprehend the situation at hand.

"Hehehehehe..." he heard someone... laugh? Growl? Whatever it was, it had a strange face, sharp teeth... it was in ragged, purple cloth...

"What the hell are you?" Hank cried, realizing he was in deep trouble.

"Me? I'm your worst nightmare... hahahahaha!"

Suddenly, Hank couldn't see. Then he couldn't feel.

Then he was dead...

**xXx**

A/N: This chapter was loooooong overdue. And despite that, it wasn't even that long! But whatever, my story, my rules. There definitely won't be as long of a wait for the next chapter. Review!


	12. The Bogeyman of NYC

Chapter 11 – The Bogeyman of NYC

**xXx**

Gwen didn't know what to think. When Peter had called her after his work at the _Bugle_ was finished, she wanted to stay angry at him. Was he using her? Had her initial impression about him been wrong? Hell, she'd dated Harry for close to four years, and the most they'd done was kissed…

_You've been with Peter for four days, and you've already… I'm a slut, aren't I? _Gwen asked of herself.

But it was Peter's phone call that also reinforced the idea that he genuinely cared for her, and did want their relationship to go somewhere. And that's why she was currently sitting with him at Manhattan's most prestigious cabaret club, the Wild Pack.

The Wild Pack wasn't known for being grand in size, but rather in the quality of its acts. While Gwen didn't care much for shows involving animals, "Sergei and his Crazy Critters" sounded at least _partially_ interesting. And if it was being shown at the Wild Pack, it had to be good.

_I just wish Peter could at least fake his interest… or sobriety… _

**xXx**

My hands were shaking pretty badly. My times with Felicia should've taught me that drinking was the last thing a would-be superhero should be doing, but… the day seemed to have called for it. I'd only knocked back two or three bottles of Samuel Adams before I was feeling the effects of it.

"Peter?" Gwen said. I could hear a strange tone in her voice.

"… yeah?" I replied, taking another swig of my poison.

"Uhm… are you having fun?"

I looked up on the stage. It was empty.

"That Russian guy hasn't come out yet, has he?" I asked her.

She shook her head, looking back down at her plate of… whatever it was she had ordered, some kind of salad, I thought.

I began to think. She didn't seem to be enjoying her time too much. I had to make it better somehow.

"So… about this morning," I began. "I told you we'd discuss it after I got done with work."

She looked up from her plate. "You don't really seem like you'd be able to-"

I raised my hand to stop her. "I've only had a couple. No more. I know I was being stupid this morning, and I'm sorry."

She raised her eyebrows. "Do you now?"

I nodded. "Yes, and I'm making it up to you right now."

She snorted with laughter. Not a good sign.

"But listen… I want to explain what I meant by what I said… or didn't say. Or whatever it was I did that upset you."

Gwen stared at me in disbelief. "You mean you don't even know what you did?"

I took another drink. "No."

She rolled her eyes, and then moved closer to me from across the table. "Peter, you… you… _took _it. I don't have it anymore. You acted like it was just an every-day thing! The moment I said that I'd wanted that to be with the man I was going to marry-"

I started to crack up. After a few seconds – a few seconds in which different groups of people stared at our table – I caught my breath, and tried to form sentences with my thoughts.

"I'm sorry, I'm sorry… listen, I just… well, it's funny, isn't it? We've been dating for 5 days-"

"4 days, Peter. 4 days."

"Right, right, _4_ days, and you're already talking about marriage?" I laughed.

Gwen's face started to turn a light shade of red.

"No, I was just telling you that I always planned on marrying the first man I had sex with, and that-"

"Let's get married, then. You and me. Let's go find-"

She shook her head. "I'm done." She quickly stood up from the table, and pushed her chair in. Grasping the situation, I jumped up, and locked my gaze onto her.

"Gwen, no, please listen. I've had too much to drink, I'm not saying what I want to say. This whole thing isn't a joke, I know. Please just sit back down."

After staring intently at me for a few more seconds, Gwen took her place at the table once more, and I did the same.

"Well, with you like this, we're not really going to be able to talk about it then, are we?" she said, anger clear in her voice.

"Tomorrow? Is that good, first thing tomorrow, you get all the time in the world to talk about it." I told her.

"I've got class tomorrow. And _you_ have work, or have you already forgotten about that?"

"... tomorrow night, then?"

She didn't seem too happy, but crossed her arms and nodded in agreement. "Tomorrow night. At your apartment, though. I'm not going to risk letting you get like this again. How many have you had anyway?"

I pointed at the two empty bottles on the table, and the one I was currently working on. "Only three." I shifted in my seat, and heard some clanking in the floor. I looked down, and saw three other bottles, all empty. How had I lost track of those? "Ok, a few more than three…"

She rolled her eyes, but then proceeded to eat her salad.

We continued the night in silence, until about 15 minutes later when Sergei the Russian finally came out on the stage. He looked pretty… _eccentric_… he wore what looked like a sequined tiger's hide for pants, and his chest was covered in strange tribal markings. And he had some kind of flannel vest… very eccentric.

"Velcome people of New York. In Russia, my acts vere so highly praised that it vas recommended I take them to the States. So here I am." He bowed, and got a short round of applause. I did not join in. "I am Sergei Kravinoff, and I vill be your entertainment this vonderful evening. Many of you may have noticed my tattoos. These are markings used by the Zulu tribe of Africa…"

The rest of his speech was lost to me. I had drifted off to sleep.

**xXx**

I woke to sounds of exploding bombs, only to discover it was just a very enthusiastic crowd. Whatever it was, it hurt my head greatly, and I found myself clutching it tightly.

"Mother f… Gwen?" I looked up at Gwen's seat to find it was empty. She had left before the show was over… while I was asleep. "Dammit…"

Glancing at the stage, I saw Kravinoff who now appeared to be cut in several places, enjoying the crowd's applause. Looking at his injuries, I'd now wished I'd watched his show.

_Maybe then Gwen wouldn't have left you idiot… _

I stood up, placed my money and a $5 tip on the table, and bolted for the exit, my head in complete shambles. I stepped out onto the sidewalk, and was assaulted by sense overload. Rain was pouring down, and I started to feel sick and dizzy. Quickly I made my way into a nearby alley. I'd hoped I wouldn't be invading some hobo's home, and then subsequently throwing up all over it.

Stepping into the alley only made things worse. There was a terrible smell coming from it, and I immediately regretted coming to it. At that point, I couldn't turn back- I began to paint the ground with vomit. Wretching, I continued to throw up for a couple of minutes, literally collapsing on the cold, hard, wet ground of the alley. Using my jacket's sleeve, I wiped some of the vomit from the edge of my mouth.

"Shouldn't have drank so much…" I muttered, laying down next to the pile of regurgitated alcohol and bits of meat. The rain began to spread the pile out, pushing it away from me. Rolling over on my side, actually attempting to sleep, I caught sight of exactly why the alley had smelled the way it had before I came in.

Quickly reacting, I jumped to my feet, and ran over to a dumpster that looked like it had been scratched by some kind of animal. Sticking half-way out of the dumpster was the body of a… man. At least, it looked like it had been a man.

_Holy shit…_ I thought. I grabbed hold of one of the body's arms, and pulled, the body slowly sliding from its confines.

The face… I will never forget the face. That's because, well, there was no face to speak of. The entire face had been ripped from the head of this poor, poor soul. In fact, the entire front of the skull was missing; I had a clear view of half a brain, and the entire back of the skull. Running back to my vomit puddle, I began to violently wretch again. Rhino jamming his own horn through his forehead because of something I'd said was one thing… but here was the body of a man – innocent or guilty I didn't know – that was completely mutilated.

_Nobody deserves to die like this._

Suddenly, my head began to scream in pain. I didn't know if it was the hangover or my spider-sense, but I wasn't about to take any chances. I composed myself, and spun around on the heel of my foot, checking the entrance of the alley for any unwanted guest. There was nothing. I turned around: same thing.

"I could use some dessert…" came a very deep voice from somewhere. It almost sounded like a creature of some kind.

I came to my senses quickly. "What the hell do you want? Did you do this?"

There was a clap of thunder.

"Me? I'm insulted that you would suggest such a thing. Hehehe…"

My head began to pound even more at that point. I knew I was in danger.

"Come out here! I'm going to kick your ass when I find you. This guy here probably had a daughter you piece of shit. A daughter that he can barely provide for-"

_What am I saying? _

The alley began to rumble as something big moved towards me. And that's when I saw it: stepping out from the shadows was a lumbering beast. It was at least 8 foot tall. Its green skin looked like it had many scabs, most of them covered by a strange purple cape of some sort. Red, penetrating eyes stared into mine.

"What the fuck…?" I was at a loss for words. Whatever was staring back at me didn't look friendly at all.

"You act like you've never seen the Bogeyman before, kid."

Without thinking, I reached into my coat's inner-pocket, and pulled out two devices I'd had the past 5 years to get used to: my web-shooters. Within a second, they were around my wrists, and primed for use.

"And I'm going to assume you've never seen the Spider-Man before. Get ready for the show."

Running backwards, I jumped towards the alley wall and kicked off it, torpedoing straight for the green behemoth. I shot two web-lines at its shoulders, and pulled myself right over the top of it, landing behind the monster. I sent two quick punches to its back, and it responded by spinning its arm around right into my face, knocking me to the ground.

"Hah! You're the Spider-Man? You're the one that's caused my organization so much trouble?"

Getting back to my feet, I took care to put some distance between me and my assailant.

"Organization? What the hell kind of crime boss are you?" I tried to think. I couldn't think of any known crime boss that matched this guy's description. The only one that came to mind was some prick they called Tombstone, but he wasn't a green flesh sore.

"The kind that hates bugs."

Burning ozone suddenly filled my nostrils, and that's when I noticed that whoever this guy was… his hands were on fire.

"You can't be real…" was all I could think to say. It was the truth. Sure, I had spider-powers, but this guy was something different. Something that just honestly couldn't exist.

"Oh, but I am."

Before I had time to react, I was on fire. I couldn't breathe, I couldn't think. Wildly, I shot a web-line and pulled. I could feel myself flying through the air, every part of me screaming out in pain, telling myself that I was going to die. And then the fire was out. I was shrouded in smoke, coughing, unable to see. Finally, when the smoke cleared, I found myself in another alley, lying down in a large puddle of rain water.

_I'm dead… I'm fucking dead._

There was no explanation for any of it. I should've been dead. I had been on fire just moments ago, and I was here, alive, able to think. With a little effort, I stood up, almost in no pain. I looked down at my jacket and pants: they were burned, but otherwise unscathed. My web-shooters had melted slightly at the edges, but were okay. I ran my hand through my hair, expecting huge pieces to come falling in front of my face. Nothing.

_You're lucky, Parker. Lucky._

I took a deep breath, and sighed. I was alive, yes, but the creature… I couldn't go back to it. I wasn't ready for it.

It had claimed to be a crime boss. Now that it wasn't 10 feet in front of me, going for the kill, I could think clearly. There was only one name that came to mind now that I had seen that beast… even if it didn't look like a man, the very image of the creature reminded me of somebody…

_Norman Osborn, the Goblin._

**xXx**

A/N: Wow! And I thought the last chapter was long overdue! I apologize that there still hasn't been much Spidey, but you got the next best thing: Spidey out of costume. We now finally have the Goblin officially introduced. Yes, the body in the dumpster was Hank Phelps from the previous chapter. Poor guy. Stay tuned for the next installment of Shadows of Night! Let me know what you think so far! Not too much longer!


	13. Living in Fear

Chapter 12 – Living in Fear

**xXx**

Curt Connors hadn't the slightest clue as to what was going on. It wasn't that he didn't have the mental capacity to comprehend the situation at hand. No, it was simply because Curt Connors was now a blind man.

_What went wrong…? _He asked himself for what could've been the hundredth time that night.

Only hours before he had woken up in whatever place he had found himself to be. At first his blindness startled him, but the more he worked to calm himself down and accept the situation, the easier it was to keep the pressure from overwhelming him.

Curt heard some shifting around to his left, and turned his head that way.

"Norman, is that you?" he asked, hoping for a response.

He heard some groaning.

"Yes Curt, it's me." came a throaty growl.

Curt slowly got to his feet, unsure of exactly where he stood.

"Norman… what happened?" he asked in a sad voice, a voice that could've also asked a question like, _"What have you done to me?"_

The room began to shake a little as Norman paced.

"I'm not entirely sure… the Oz didn't work exactly as intended. It has certainly made me stronger… I can feel my sickness sliding away from me everytime I so much as move. But it… it's changed my entire genetic make-up somehow, I-… I have fire coming from my hands… my hands… heh… my hands are green, Curt. My entire body is green…"

Curt was afraid of whatever Norman had become. Fear was one of the few primal instincts that Curt hadn't felt too often. But here he was, talking to whatever it was his only friend had become.

"My eyes, Norman. What made you-"

"My apologies, Curt. The power was… overwhelming. My insides were burning. Forgive me. After the initial power rush, I was able to patch you up as best I could. You'd fainted, and had I not been there, you would be dead right now."

"That may have come as a relief to me now, Norman."

There was silence. Curt hoped that Norman was contemplating what he had just said. He hoped that within the next few seconds, Norman would act on this, and put Curt out of his misery.

"On the streets, there is a doctor named Phineas Mason. He's the underground type, only works on the most dangerous of cases. He's been known to cure the blind, the deaf… he's going to help you, Curt."

At this, Curt perked up. "That can't be possible… I'm a man of science, Norman, and that just… I mean, I don't follow any religion, but this man isn't Jesus Christ."

"No, but after he's done, you may very well think he is." Norman chuckled.

There was more silence, and Curt slumped to the ground, sitting against a wall.

"I ran into the Spider-Man tonight, Curt. After I'd feasted-"

"Wait, you feasted?" Curt asked, a sick smile on his face.

"I can't believe I ever thought it strange… I could feel greatness swimming in my veins. The very blood of that man was the sweetest thing I'd ever tasted."

"I told you."

"But I'm getting sidetracked. I've seen his face, heard his voice."

"You've seen and heard the Spider-Man?"

Norman nodded, a pointless thing to do given that it went unnoticed by Curt. "Yes. He's only a kid. He can't be any older than 25."

"Kids these days…" Curt snorted.

"I was lucky to have run into him, though. I had just finished feasting, and I was on my way out of the alley I'd holed up in when I heard the kid throwing up. I went back to the alley, and there he was, laying on the ground."

"Wait- he was just laying there and you didn't kill him?"

"I didn't want to make it too easy. I like to give my prey slight warning. And on top of that, I didn't expect to run into the Spider-Man."

"… why do you sound so calm, now? Your voice the last time we spoke was much more… animalistic."

"I'm just now understanding what I can do, Curt. Now that I've seen the face of my enemy, I'm no longer living in fear. Soon, I will have the corpse of the Spider-Man sprawled out on my desk, and you'll have yourself a new cadaver to enjoy."

Curt sighed deeply. "First we get my problem fixed. Then we'll see how much I enjoy a new cadaver."

**xXx**

"So you think he's up to something, too?" I asked Robbie as I sat across from him at his desk. It was a slow day at the _Daily Bugle_ and it didn't seem like me and Robbie would have much to work on.

Taking a drink from his thermus, Robbie nodded, spilling some kind of liquid down his chin. He wiped it off with a cloth he kept in his breast-pocket, and returned his attention to me.

"Are we still talking about Norman Osborn here?"

"Yes."

"Then yes."

My suspicions about the Goblin were looking more correct with each passing minute. After asking Robbie about this man that had gone unnoticed by me until just recently, I discovered I had so much to learn about my enemies…

**xXx**

Norman Osborn was the owner and CEO of a company called OsCorp Industries. Founded in 1940 by Norman's father, Ambrose Osborn, it was apparently a source of great income. At OsCorp, they specialized in making military weapons as well as chemicals that could be used to enhance the abilities of anyone they were administered to. Robbie said production on the latter had been slowed tremendously, however, as the first test subject, a 20-year old by the name of Steven Rogers, was sent into World War II after being administered an OsCorp-created drug, and died just days later, presumably from some unknown side-effect. This put a major hamper on their chemical production until the 90's when the program was brought back.

Oz was to be the next big thing from OsCorp. Created to combat most diseases, Oz was a wonder-drug that simply couldn't exist. But Robbie said that in various press releases, Osborn claimed that not only was Oz real, but it would be ready for distribution within the next few years. This was said 7 years ago, and there has been no mention of Oz since.

I told Robbie that I didn't care about all of that, though. I wanted to know about the Goblin. And Robbie had seemed to know much more than I thought he would.

**xXx**

"First things first," Robbie began. "You need to know about the New York Crime Syndicate."

"… the New York… Crime Syndicate?" I asked him, almost wanting to laugh. "What is this, a comic book?"

"If it were, they'd be less dangerous," Robbie responded, sounding grave. "The NYCS is led by one man, possibly the most dangerous man you could ever meet: Wilson Fisk. To most folks he's known as the Kingpin of Crime. He's in league with all the other bosses; all of 'em, except for Osborn."

"By all of them, you mean…?"

"The only two left: Lonnie Lincoln and Silvio Manfredi."

"Wait, do you mean Tombstone and Silverm-"

As Robbie's mouth began to fall open, I stopped talking. I got the feeling that I shouldn't have known those names.

"How do you know about them?" was all Robbie could ask me.

I didn't have a good response. "Well, doesn't everybody?"

Robbie shook his head. "Few people even know them as Lincoln and Manfredi."

"Huh… well…"

"Save it for another day. I don't care how you know about them at the moment. You asked about Osborn and I'm going to tell you about Osborn." Robbie took a deep breath. I got the feeling there was something he wasn't telling me. Hell, I _knew_ there was something he wasn't telling me.

"All right, so what about him then? I mean, the other side of him."

"As I was saying, they're all against Osborn. If you ask me, they're really all against eachother, but they view Osborn as their greatest threat, so the enemy of my enemy is my friend… are you following me?"

I nodded, indeed following every word Robbie was saying, and being careful to pay full attention.

"What you need to keep in mind is none of the men we are discussing can be legally charged with anything, because, well… there's no proof. Or at least, there's no proof that New York's Finest can seem to find. Fisk is the only one to have ever been charged with anything, and not even Matt Murdock himself could get the courts to see the truth… the whole God damn justice system is as blind as that courageous man."

Robbie's voice trailed off, and he shook his head.

"Now, with that in mind, we can get down to the only thing you care about: the Goblin. I get tips from shady characters all the time… the earliest I remember hearing anything about Norman Osborn was in 1987. It was during an arson investigation as I recall. Charles Xavier's School for Gifted Children had been burned to the ground overnight… what the hell anyone would do that for, I don't know. But that's when I got the tip-off from a man who I've never seen or heard from since that night. He told me just three weeks previous that OsCorp had sent a representative to the school to speak with the headmaster about using the children as subjects in some of OsCorp's chemical trials. Naturally, the headmaster refused, and the police were informed. With no substantial evidence other than the man's word, the charges were dropped… and the rest is history. Burned to the ground, killing four members of the staff who were working late… all because the headmaster wasn't an idiot. The arsonist was never found."

"And that's where it all started, or…?"

"That's assuming Osborn wasn't involved in anything before. Y'see, since none of this can be proven, all the details are sketchy. Do I believe Norman Osborn is a crook? I most certainly do. Can I prove it? No… nobody can at this point."

"Has he done anything big since the burning of that school?" I asked, wanting to know much more.

Robbie shrugged his shoulders. "He honestly hasn't. He's had some people killed occasionally, low-profile people. But Peter, please don't go off speaking of this. You can get yourself in trouble if you accuse Norman Osborn of-"

"Don't worry Robbie, I'm not going to accuse him of anything. I was just curious is all…"

"Curious? How did you find out about Osborn in the first place? What caused you to question him?"

Gwen had taught me who the man was, told me how she was afraid of him… how her father believed he was a bad man. She even told me his streetname. Gwen… oh how I'd been so stupid…

"It was Gwen. Gwen told me about him when we ran into his son at a restaurant."

"I forgot about that boy… Harry Osborn. Gwen was seeing him for awhile before George had her break it off."

I began to think. George wasn't a crooked cop by any means, but how did he know Osborn was a bad man? Unless…

"Did you already tell Captain Stacy about Osborn?" I asked.

"Yes, of course. I've told George everything I find out through legal and… not so legal means." Robbie took a drink of his thermus again.

"Not so legal…?"

"I've taken my profession very seriously, Peter. In my younger days, I used to go undercover-"

"Undercover? You're not a detective, Robbie-"

"I know that. I guess sometimes I wish I had been… nevertheless, I went undercover quite often. It took me to many places, very seedy, dark places. Anywhere from the Bronx to Hell's Kitchen… I've been all over this city. And the one thing I've learned is you need to watch your back. In this town, you never know who's a friend, and who's going to get you killed…"

Robbie's tone became sad by the end of his speech. I'd assumed I'd ask him about it some other day. I got what I needed, and _now_ what I needed was to see Gwen. With the day almost over, I'd prepared myself for what needed to be done. I was going to fix things with Gwen, and I was going to make sure I did it right. Then I was going after the Goblin.

**xXx**

His arrival had come as a bit of a shock, an unwelcome one at first, but Gwen allowed Peter to come inside her apartment. He was sober, at least. And he'd brought her flowers…

_I guess that was sweet of him._

When they sat across from eachother at her kitchen table, however, that's when she began to get worried.

"Gwen, we need to talk."

**xXx**

A/N: Pretty damn fast update compared to my recent track-record. Still no Spidey (unless you count mentions), but that's gonna change with the next chapter (not sure if I said that in my last author's note, but if I did, I really mean it this time!). What the hell is Robbie hiding? What was up with the Captain America, Daredevil, and X-Men references? Does Peter intend to patch up things with Gwen or let her down easy? Only one of those questions will be answered! Can you guess which one? Stay tuned! Please leave some reviews, I love 'em!


	14. Coming Clean

Chapter 13 – Coming Clean

**xXx**

This was only the second time I'd been to Gwen's apartment. It was colder than I'd remembered… or maybe it was hotter… or maybe it was just me?

At first, I wasn't sure if she was going to let me in. She kept asking if I was sober and able to actually speak to her. It was clear the other night hadn't gone over so well. I think the flowers I'd brought helped to show her that I meant business.

"We'll talk in the kitchen," she'd said, and she walked only a few feet away when she took a seat at a nice wooden table. I did the same and sat across from her.

There was so much I had to tell her. I was going to make things right, make her see the things I saw. She was finally going to understand.

"Gwen, we need to talk."

After the words left my mouth, I noticed a wince on her face. It was only there for a split-second before disappearing, but it was there, I saw it.

"What about?"

She was stalling, trying to think of her next move.

"About us." My tone was very matter-of-factly.

"Oh."

A few seconds of silence passed before I realized why she was worried.

"I'm not breaking up with you."

I heard a quiet sigh, and she began to laugh. I hadn't heard her laugh in what felt like years.

"Do you think I'm stupid? You brought me flowers, I knew you weren't breaking up with me."

She was lying, but she now had nothing to worry about. At least not yet.

I looked around from where I sat. She had a loveseat in front of her 25in. TV, a few pictures of her and her father hanging up… it was a pretty bare apartment. And at that moment it was only serving as a distraction.

"So…?" Gwen droned, breaking through my thoughts.

"Listen, this was a bad idea." I stated this as clearly as I could. My eyes were fixated on her face.

Her face changed from one of understanding to one of anger.

"You're joking, right?" she questioned, venom in her voice. "After the other night, after you'd promised me we would talk about all this, you're just going to blow me off… again?"

I didn't respond. My facial features didn't change. I had to do it. I'd come this far.

"Gwen, there are some things we hide from people… we don't tell them because… we don't think they'll believe us. We keep these things hidden because, quite honestly, we don't believe them ourselves."

"What the hell are you talking about, Peter?"

"Do you remember my uncle, Gwen? Do you remember what I told you? How I came home one night and found him being wheeled away in a bodybag… do you remember?"

I didn't know what I was doing to her. I was frightening her, making her angry… I was doing something.

"… what does this have to do with us?"

I had to stare deep into her eyes to stay concentrated on what I was doing. If I looked away, I wouldn't be able to go through with it.

"I want to tell you about a man whose name I didn't learn until just a few months ago… Dennis Carradine. You see, Dennis had a daughter, Kate. He loved Kate very much. Dennis was willing to do anything to see to it that Kate made it through life happy. That meant he needed money."

Was I finally accepting the truth? Was I finally learning to forgive this man that had caused me to take the path I'd taken?

"Dennis decided to break into _my_ house, of all places. My aunt later said that my Uncle Ben had startled Dennis. Dennis shot Uncle Ben. He left the house."

It was fear in her eyes. She thought she was talking to a psychopath. I could see her fear.

"When I came home and found Aunt May crying, I didn't have to be told what had happened. And you know what I did next, Gwen?"

If she had a response, she didn't state it. She just stared right back at me.

"I went after Dennis Carradine, Gwen. I followed a police cruiser all the way to an abandoned warehouse. I went inside the warehouse, and I-"

_Tell her. Tell her what you did. Tell yourself what you did._

"And I killed him."

Gwen's brow furrowed. She didn't believe what she was hearing.

"I took his gun, placed it right against his head, and while he sat there begging for his life, and telling me about Kate… I smiled. I felt so happy that I had this man begging for his life. I imagined what he'd done to my uncle, what his actions were going to do to my aunt… and I pulled that God damn trigger."

I looked away from her. The worst was out. She wasn't seeing Peter Parker the highschool drop-out anymore, no, she was seeing Peter Parker the murderer.

"You did what you thought was right."

I was so unprepared for her words that I almost didn't hear them.

"I'm sorry, what'd you say?"

I looked her in the eyes once more, and she didn't waver. "You did what you thought was right."

She'd said it a second time and I still didn't know if I'd heard her correctly. Her reaction was unlike any of the ones I'd thought of. She hadn't told me to leave, she hadn't stood up quickly and called the cops… she hadn't called me a crazy, lying, bastard.

"There's more." I stated blankly.

_This is it._

I opened my mouth, but no words came out. My mouth hung open for a few seconds before I'd closed it.

_I owe it to her._

"Gwen…" my voice trailed off. I'd convinced myself I couldn't do it.

"Yes, Peter?"

Her voice… her perfect, sweet, soft, angel voice. It gave me strength. I loved it. I loved her voice. I loved Gwen Stacy.

"I'm the Spider-Man."

**xXx**

Phineas Mason wasn't one to brag, but if he was, he would probably claim that he was the most brilliant man in the world. He was able to do things with cybernetics that modern medicine couldn't. He had proven time and time again that he could cure cancer, regrow limbs, virtually bring the dead back to life. He could've been an outstanding, high-paid doctor. But the fact was, that would've _bored_ him.

He'd seen many faces in his career. Most of them were the same; bruised street urchins brought in to be patched up after a nasty gang war. But occasionally, he came across the really special kind of scum. The kind that was prepared to take the city by any means necessary. They were the ones he respected.

In fact, at that very moment, he was speaking with a regular customer, Herman Schultz. Herman came in every now and then, requesting a specific upgrade to his self-dubbed "vibro-shock gloves". However, he was currently without them. And that was why he was speaking with Phineas.

"… I don't know how I got out. Somebody pulled some strings, somebody I don't know about. But I honestly don't care who. The fact is I'm out. You gotta listen T; the Spider-Man is out there… and I don't know what's done it, but he's more brutal than ever now. He finally got me put away, even if it was only for a couple of days. I'm lucky to be alive… word on the street is he's killed 3 guys in the past week alone."

"It seems everyone comes to me now because of him… everyone's afraid of him, aren't they Herman?" Phineas said, working on the very product Herman had requested.

Herman nodded. "I didn't think he could ever get to me, but this last time… knocked the lights out… he just came out of nowhere, T."

"I've almost finished…" Phineas assured him. "So, you've no idea who sprung you, then?"

Shaking his head, Herman opened his mouth to speak, and then quickly closed it, his eyes transfixed on something.

Looking up from his work, Phineas decided to check out whatever had caused Herman to clam up: walking into his workshop was a man and a… well, he couldn't quite tell what he was looking at, but he'd seen enough in his days to keep it from bothering him.

The man had a bandage wrapped around his eyes.

_Eye problems… easy enough to fix._

The other _man_, however, looked beyond help. He stood at least 7 foot tall, was covered in rather nasty looking scabs, his skin a dark green… he was cloaked in some kind of purple fabric.

"Here you are, Herman," Phineas said, handing Herman his vibro-shock gloves, but never once taking his eyes off his new visitors.

"Uh, uh, uh… uh, thanks, T." Herman nervously said, quickly grabbing his new gloves, and rushing past the two men, exiting Mason's workshop.

"How may I be of service?" Phineas cooed, eying the two.

The big one, the man-monster, was the one to speak. "I've heard about what you do here. My friend could use a bit of help."

"Has he been blinded? Some kind of solar-related problem?"

The creature turned towards the other man, and unwrapped the gauze that covered his eyes. Behind the gauze were two eye sockets with blood vessels barely poking out.

_Jesus… I've never fixed this kind of problem before…_

"Ah, that old mess. I know just how to fix that. You've got cash, right?" Phineas asked.

The creature nodded.

"Good, good… take your friend to the room back there." Phineas pointed to an opening to his left. The creature helped the man walk that way.

Phineas had indeed never dealt with a problem like this. Normally when he sought to cure somebody of their blindness, he did so using their eyeballs. This man had no eyes to speak of.

_It shouldn't be too hard… maybe I can think of something… yes, yes of course!_

**xXx**

Norman helped Curt to lay down in some kind of chair. It was stiff and cold, but Curt didn't care; he was going to be able to see again.

"Do you really think this will work?" Curt asked Norman.

"It had better. I imagine this guy isn't cheap."

**xXx**

_Cheap… heh. If I wanted to, I could set that fuck on fire, never have to pay a cent…_

Phineas Mason entered the room after a few moments, carrying two circular objects. To Norman, they looked like mechanical eyes.

"Don't try telling me you're just going to put those in his eye holes, and he's miraculously going to be able to see again." Norman told the man.

"Hah! If only it were that simple. No, the process will be slightly more painful than that."

Curt made a rather audible gulp.

_When did he become such a pussy? _Norman thought to himself, aware that Curt Connors had indeed changed since his accident, in more ways than one.

Norman watched as Phineas messed around with some kind of machine. He placed the orbs into pincers attached to the machine. They reminded Norman of drills. After a few more moments, Phineas flipped the machine on, and walked over to Norman.

"It's best we leave the room, it will get loud."

Listening to the man, Norman stepped back into the front room of the workshop as Phineas closed the door leading to the machine. Almost immediately after, Curt began to scream in pain.

"What's your story?" Phineas asked Norman, a smile on his face.

"You don't want to know."

"If you say so…"

Norman looked around the workshop, spotting various devices that looked like they could cause a lot of pain to anyone unfortunate to cross them.

"Here's the thing. I'm not here for the guy in there. He survived his accident, and I figured I'd keep him around a bit longer. I'm actually here to discuss something with you. I know you can fix problems, but I can also see you like to make things…"

"I do suppose that's why they call me the Tinke-"

Norman held up a clawed hand. "I don't care. I want you to get me something. Something that can get me where I need to go quickly."

Despite Norman's rudeness, Phineas had a smile on his face. "I think I have just the thing."

**xXx**

I'd been web-swinging for 5 years, and it had never felt so great.

"It's so weird, seeing you in the mask and everything!" Gwen called out from over my shoulder.

"I figured the weirdest part would've been the webs coming out of my wrists… but hey, that works, too!"

She'd accepted me for the freak I was. I couldn't believe it, but there we were, swinging 30-stories high.

_After the crazy things I've said today, this comes as the biggest relief of my life…_

"Oh yeah, there's just one thing I forgot to mention!" I called to her over the wind whipping around us.

"What's that?" she asked, hanging on for dear life.

"You can't tell your dad!"

"I figured!"

I trusted Captain Stacy, I really did. But the fewer people that knew my secret, the better. There were now only two people in the entire world that did… and I prayed to God I could trust the other one.

**xXx**

A/N: Hah! I cheated! Spider-Man was indeed in this chapter as I'd promised… he just didn't fight anyone. This is by far my fastest update since the story originally started. I don't know, I've just gotten this crazy urge to write the story, and all these great ideas have come to me. I apologize if this feels like filler… believe it or not, it really does advance the plot. So, Gwen now knows Peter's secret. Fastest working couple I believe I've ever seen haha. They really trust each other, though. Peter finally fixed his mistakes with Gwen… without even acknowledging them! The Tinkerer had a nice little cameo here… anyone know what the Goblin's asking for? Of course you do. Now, expect some actual action in the next chapter! Yes! Finally! Most of the talking is out of the way! Also, the chapter title is also the title to one of the greatest songs off of Green Day's Dookie! All right… leave those reviews!


	15. For Better or Worse

Chapter 14 – For Better or Worse

**xXx**

"He was right there, how the hell did you not get 'em?"

_Darkness… oh how I love you._

**xXx**

I had decided against my better judgment. I wanted to bring Osborn down, but I had to face the facts: 1) Although all things pointed to "yes", I actually had no proof that the monster I'd faced was indeed Norman Osborn, and 2) I couldn't exactly just barge in, beat the shit out of the guy, and then leave… if the cops hadn't gotten him by now, I had to get some evidence.

This all brought me to my current predicament: I had resorted to questioning any thug I found on the street. It was a very lengthy process that had so far yielded nothing, but I had the feeling I was about to hit paydirt.

**xXx**

"I didn't see 'im!"

Listening to frustrated crooks had actually become annoying by that point. It was an all-night thing… something I didn't particularly care for.

"Hey, he's right there!"

_Dammit._

One of the guys had a bead on me, despite the fact that I was shrouded in utter darkness.

BLAM! BLAM! BLAM! BLAM! CLICK!

"Aw no, what the fu-"

A swift punch to the man's jaw, and he was out cold. I turned around to face his accomplice.

"You're gonna tell me-"

I shot a web-line at the man's chest, and tugged on it sharply, hurdling him into my outstretched hand. My fingers closed around his throat, and I lifted him off the ground.

"-what I need to know."

The man looked like a junkie. His eyes twitched crazily as I stared at him from behind my mask.

"Awhlright! What the hell do you'se need to know?" the man had difficulty asking this question due to my hand clenched around his throat, so I released my grip slightly.

"What do you know about the Goblin?" I snarled in my most menacing voice.

Trying desperately to get my hand from around his throat, the man struggled for a few seconds. Deciding it was useless, he caved in.

"I ain't telling you'se shit!"

Tightening my grip, the man quickly realized his mistake.

"Awhlright!"

Slack.

"The Goblin you'se said?" He was trying to play it dumb.

I nodded, figuring I couldn't conjure up a menacing "Yes."

"Yeah, yeah, I've heard a 'em… Osborn. Norman Osborn is his name."

_How the hell do all these crooks know him as the Goblin… and the cops don't?_

"Have you ever done work for him?"

The guy shook his head violently. I had him scared.

"No, but I gots a cousin that did somethin' for 'em, while back!"

"What is his name? Your cousin?"

The man had a sad look on his face. "Com'on man, don't make me go rattin' out my cousin!"

"You brought him up."

"_Shit… _Ben Grimm. Leader a the Yancy Street Gang… they're down on-"

"Yancy Street?" I interrupted, fully aware of where the gang was at.

"Yeah, that's where!"

"You've been a big help."

I launched a fist at his face, putting him out.

_I love doing that…_

Yancy Street was next on my list of stops. I hoped that this Ben Grimm would be just what I needed to bust Osborn. Given that he was the leader, that meant I probably had an entire gang to take down.

**xXx**

He was out there somewhere. It was 3 in the morning, and Gwen knew that Peter was out in the city somewhere, swinging around, looking for some men to interrogate… he'd been doing it – _beingSpider-Man - _ for 5 years he'd told her… but why did she feel so worried?

_Peter… so strange… _

She couldn't sleep. The blanket covering her did very little to keep her warm. A cold chill had spread through her whole body… would she be like this anytime she didn't see him now? Always worrying, never sure if she would see him alive again?

_He won't get hurt… he's been doing it for so long… he won't get hurt…_

For some reason, no matter how many times she told herself that, it didn't help.

She did not sleep.

**xXx**

Filled to the brim with illegal Brits, Yancy Street was pretty hard to miss. What was even harder to miss was the gang themselves. Adorned in various articles of clothing depicting the Union Jack, these guys gave the word "amateurs" a whole new meaning. Not a single one of them had a gun. Not one. They must've been excellent knife-fighters, because that was the only weapon to be found in the mass of them.

Huddled around a barrel of fire, these guys looked like they had no place to go. An alley-way was where they were all camped out at. A TV and couch were set a few feet away from the fire-barrel, a small van a little further away… and that was about all they had to their name.

_How the hell do all these guys fit here…?_

There were at least 12 of them. They all looked the same; scrawny, no taller than me… but there was one that stood out. And I was betting that was Mr. Grimm.

Crawling along the wall the couch was set against, I quickly weighed my options: I could go directly for Grimm, but he looked a bit too heavy to be carried out quickly… and that would give his guys plenty of time to jump me. I honestly had only one option: I'd have to take them all on until I got down to Grimm.

_Great, exactly what I was wanting to avoid!_

I decided to crawl down the wall, and wait right behind the three goons occupying the couch. That left the six crowded around the barrel, the two in front of the TV, and Grimm, who appeared to be emptying some cargo from the back of a van.

_"… today. In other news, an official missing persons report has been filed on Queens resident Adrian Toomes, 46.-"_

The man on the TV was talking about the same Adrian Toomes I had been working for not even a week ago. I was willing to bet his employer had him killed. Captain Stacy had been right, not that I had questioned him.

Snapping back to reality, I already had my next move in mind.

I grabbed the heads of the gangsters sitting on the left and right sides of the couch, and slammed them into the guy in the middle. Their grunts of pain were definitely audible, alerting all the others, but I had knocked them out.

"It's that Spider-Man bloke!" one of them yelled. Jesus, his accent was atrocious…

I shot a web-line at the man who had yelled, and amazingly he cut it before I could do anything.

_Not good…_

"Nowhere to run!"

They all surrounded me, knives at the ready. If they were all that quick with a blade, I was gonna have to be quicker.

I got myself ready to jump at one of them and-

"Enough."

We all turned to face the source of the noise. The man, although not British, had a strong Brooklyn accent. It was the one I had pegged as Grimm.

"You. Are you Ben Grimm?" I asked.

"Dat's me."

I wasn't sure whether to try the threatening approach, or play it cool. He did call off his guys after all, and was being cooperative…

"I have something to ask you."

A moment of silence.

"Okay, den ask me."

"Uhm… wow, this is not how I pictured this going… uh. Yeah, so… Norman Osborn… do you know him?"

"Who don't know Ozzy?

The Yancy guys started to laugh.

"Fine. What about the Goblin? Do you know him?"

Grimm tensed up.

"Yeah. Yeah I know da Goblin."

"Why don't the police?"

"'Cause he's dat good at gettin' around."

"Did you ever work for him?"

There was more silence. I couldn't understand why he was being so cooperative.

"Yeah, I did some stuff for da guy. Nothin' big, just movin' some contraband around."

I immediately got a little hope.

"What kind of contraband?"

Grimm shrugged. "Told me it was some kinda drug… I didn't get paid to ast' no questions."

_Drug… OsCorp was making something and selling it on the streets… that was the only angle that made sense…_

"That's all you did?"

"Dat's all I did."

I forgot about the van behind him.

"What'cha got there?" I asked, pointing behind him.

He stepped to the side of the van to reveal some… pizza boxes.

"Pizza? What kind?"

"Anchovies."

"_Damn…_ well, I'll just get outta your hair-"

I noted that Ben Grimm had no hair, and was instead bald.

"-uh… follicles, now."

As I was getting ready to swing off, Grimm stuck his hand in the air, a sign to stop.

"You come back around here, and it's gonna be clobberin' time."

I nodded, and resumed my action, leaving the alley behind within a split-second as I was soaring hundreds of feet through the air.

_Most awkward encounter with criminals, EVER._

**xXx**

Curt could see. It was like being reborn. After a full 48 hours of blindness, he couldn't believe what was before his eyes. Or rather… his "optical receptors", as Mason had put it.

"I'm afraid that beyond sight, these optical receptors are not capable of anything else… you're not going to be shooting laser beams anytime soon." Mason informed Curt.

"I can see… I can see again, that's all I care about."

Curt couldn't believe what had become of Norman. He had no idea his friend had changed so… horrifically. He was almost scared. But now that he was able to see again, being scared was an instinct he was beginning to forget.

"We have what we need, let's go." Norman said.

Curt was remembering his place. Now that he could see, he had to put his duties before his friendship. Norman entrusted him to protect him, his brutal nature steered others away, and-

_But… surely Norman can take care of himself, now. _Curt thought. What use did Norman have of him now?

"Hold on, hold on," Phineas began. "You haven't paid me yet. For the optical receptors, or the personal glider—"

Norman quickly turned towards Mason, and extended his now flaming hand.

"I suggest you stop talking right now. We're going to walk out, and you're going to forget this ever happened."

Curt didn't fully agree with Norman's method – he hadn't found much reason to dislike Mason – but he did want to get back to OsCorp. He needed time to rest.

Mason shook his head, but backed away.

"Good boy," Norman snarled. "Heh… now, I have something I need to check on."

**xXx**

George Stacy ran his hand through his graying hair. Sitting at the desk in his cramped office, he felt physically weak. He wasn't tired… he'd worked well into the morning hours almost his entire career as a police captain. He was thinking more about the woman in his life, May Parker. They'd been dating for a little over 2 years now, and he couldn't help but think about the next step in their relationship.

_A step that has now become complicated. _

May's nephew, Peter, was currently dating his daughter. Should George and May become husband and wife, this would then make Peter and Gwen step-siblings.

_Maybe I'm just being childish… things like this happen…_

Suddenly, a knock came from behind him. Before spinning around in his swivel chair, he grabbed his .357 revolver from his desk top.

"Who-?"

_Why did I bother asking?_

Outside of his small office window, two giant patches of light were staring back at him. He walked over to the window, and opened it up.

"Spider-Man?" he asked the figure, stepping away from the window to allow the man to come inside. Understanding this, Spider-Man crawled in from outside the window, and stood before George.

"Captain Stacy, I learned something that you may want to look into. Norman Osborn… he's been supplying drugs to various operations around the city."

"Now there's a surprise…" George replied. He wasn't very surprised at all. "Narcotics or…?"

Spider-Man shook his head. "I have no idea. I just spent an entire night busting heads and getting answers and… that's all I could get."

His voice.

"At least you got anything at all."

Spider-Man nodded. "Yeah. I guess there's that."

He sounded very tired.

"Something the matter?" George asked him.

"It's just… he needs to be brought down and nobody's been able to do it yet… I don't feel like I'll make much of a difference. I'm going off the words of one of the crooks I ran into tonight."

"In all my years on the NYPD, I've learned that sometimes you've gotta trust the guys you're paid to protect the city from. It sounds hypocritical and treacherous… but drastic times call for drastic measures. Was it Grimm?"

Spider-Man, who was standing with a dejected pose, now slightly perked up.

"_Ben_ Grimm? How did you…?" Spider-Man asked.

Captain Stacy smiled, and walked back to his desk, sitting down. "Grimm's actually a decent guy. I know a bit about him. Had a rough childhood… caught a lot of flack in school for his Jewish culture, enough flack that he decided to drop-out… but he's a decent guy at heart, no matter who he's with. He can be trusted."

"Glad I did something right tonight, then." Spider-Man told him, his voice a strange tone George didn't fully understand.

"Hey, don't go forgetting what I told you the other night already: this city needs you, whether they know it or not. You make a difference everyday. With what you learned tonight, we could have a serious case on our hands."

**xXx**

"… we could have a serious case on our hands."

I pondered this for a moment. If Osborn, like Robbie believed, really was the head honcho when it came to organized crime in the Big Apple, George and I could single-handedly be responsible for taking a lot of bad man off the streets.

I turned to look behind George, and saw that he had a laptop opened up on his desk. I pointed at it.

"Do you mind if I check something out real quick?" I asked him.

Without even turning around, he nodded and said, "Go right ahead."

"Thanks."

I took a few steps towards laptop, and clicked on the Internet browser icon on its desktop. Moving the cursor to the search bar, I typed in the phrase "Oscorp" –_I think that's what Gwen told me… -_ pressed Enter, and waited for the web results. After a few seconds, a new page came up displaying sites related to "Oscorp". The first one was, thankfully, the website for "OsCorp Industries". Clicking the hyperlink, I was instantly brought to the company's main page, the bottom of the screen displaying exactly what I was looking for.

"What're you planning on doing?" Captain Stacy asked me.

I looked at the screen for a few seconds before turning towards him. "Making sure Osborn has one hell of a night."

Captain Stacy raised an eyebrow. "How do you plan on doing that?"

I walked over to the open window, jumping up to the sill before turning one last time to face Captain Stacy. "I've got his address."

I jumped off of the sill out into the cold night air, shooting a web-line towards the west, heading straight for the lair of the Goblin.

_Maybe while I'm there, I can get some hard evidence. _

**xXx**

_We're finally gonna stop him. _George thought, smiling a weary, tired smile. He closed his laptop, and immediately afterwards felt a rumble from his jacket's inside pocket.

_Probably Gwen, done with class or something…_

George pulled his cell phone from the pocket. The caller ID displayed a number he had never seen before. Thinking nothing of it, he flipped the phone open, and clicked "TALK".

"Hello?" he spoke into the phone

There was nothing for a moment. Then there was heavy breathing, and a deep, almost guttural, voice found its way into George's ear.

_"Ahh… Captain George Stacy, I presume?"_

George knew something was up.

_Bomb threat…?_

"Speaking."

_"Listen to me, and listen good… one of your boys, DeWolffe, is actually my boy DeWolffe. He's informed me that you're going to try and bring me down. I can't have that, Stacy."_

_DeWolffe, what…?_

George looked up from his desk towards his office door… and couldn't help but notice that it was slightly ajar.

_Oh shit. _

"Osborn? Norman Osborn? This is you, isn't it?"

_"I've worked too hard to have my organization brought down by an old crow like yourself. So I'm gonna make sure you never want to work in this town again."_

_ George wanted to laugh._

"Oh, you threatening me? I can take it, Osborn. I've gotten a trillion threats over the years, I can handle another one. What? You gonna cut my balls off? I've heard that one. You got a sniper set up outside the front entrance? Heard that one, too."

Maniacal laughter erupted over the other end.

"What the hell is so damn funny?" George began, angry.

_"Heheheh, hahahaha – HAHAHAHA!"_ Norman Osborn – the Goblin – laughed.

"I don't have time for your games, Osborn! I'm bringing you down, I'm taking you in, I'll watch you get the God damned chair if that's what it takes. You're in no position to be laughing."

_"Oh, hahahahahaha! Heh! Oh, but I am!"_

"Why, because you think your threats are getting to me? Because you think I'm scared of what you'll do to me?

_"No… haha! No, no, heh… I'm laughing because, ha… heh, hahaha! Because I'm going to kill your __**daughter**__!"_

George dropped his cell phone immediately afterwards, grabbed the .357 from his desktop, and ran for his office door, not even bothering to close it behind him.

_Fucking bastard's got Gwen!_

**xXx**

A/N: With every new chapter, I believe I say it took longer to get it up than the one before it… this is no exception. Took me forever, and as a writer, I'm still not fully satisfied with it, but hopefully you will be. Lots of tension, a bunch of loose ends, questions… they will be answered. Ben Grimm (or the Thing as you probably know him) got a nice little cameo (as did his classic catchphrase). Yancy Street got shown off a bit. Spidey was joking a bit more than usual earlier in the chapter, but he was also being brutal. He's not gonna be joking an awful lot. The story is coming to a close soon. Just a couple more chapters I'm thinking. Review this mother! I gotta know what you think! And the reason the cursing was heavier here than it has been as of late, is once again because of that tension. So don't worry, it's gonna get scaled back a bit again.


	16. Revelations

Chapter 15 – Revelations

**xXx**

It was another late night at the _Bugle _for Robbie. There was a deadline Jonah told him he absolutely _had _to meet.

_Jonah, sometimes I think you forget "running" the business is easier than doing the actual running…_ Robbie thought.

Typing away at his computer, his thoughts slowly drifted away to other things, far away from the work at hand.

_I've gotten Peter involved in all of this. He doesn't realize the very real danger he could be in._

As he thought this, there came a knock at his-

_Window?_

Robbie spun around in his chair, and peered outside his window. His office was darkened, so it wasn't too difficult to see outside: there was nothing. Standing up from his chair, he decided to investigate. Robbie approached the window and-

CRASH!

A dark figure suddenly leapt through the pane, lunging at Robbie.

"Gah!" Robbie shrieked, stumbling backwards and falling to the floor. Grabbing his cane that had been propped up against his desk, Robbie quickly got back to his feet, just as the figure gained its composure.

"Who the hell are you, what do you want?"

The eyes, the figure's eyes… what was wrong with them?

"Osborn's cleaning up shop, Robertson." The figure took a step forward. "Tying up any loose ends."

Robbie began to back away. "I've stayed away. I haven't acted on anything."

"No, but you've wanted to. You're the only person alive with evidence to put him away, and you know it. I've come to collect it."

_Can't be a coward._

"I won't let you have it!" Robbie shouted, tears in his eyes. "Norman Osborn is a monster that deserves everything that's coming to him!"

"Give me the manifests, Robertson. The sooner you do it, the sooner this can all be over with. I'm _starving_."

_Joseph Robertson, you are moments away from death. Whatever you do, don't give into his demands._

"Then you're going to have to find them yourself. I'll sooner die before I let Osborn get away with this."

"You should've turned those manifests over to the police a long time ago, Robertson. I guess you were too afraid of going to jail yourself, huh? Either way… this is going to be fun."

The figure licked his lips.

"I'll see you in Hell, Connors."

And within just a few minutes of those last words, Robbie Robertson was bleeding out on the floor of his office, watching as Curt Connors stole back the only evidence that could put Norman Osborn away for good. Just as Connors retreated back out the window, Robbie thought his last thought: _Peter, for God's sake, forgive me._

**xXx**

OsCorp Industries was exactly what I expected: a giant labyrinth of a building. Getting inside was no problem- well, not for a Spider-Man, anyway. _Navigating_ the inside, however… that proved to be a challenge. There were so many levels: biological, military, even an auto mechanics department. I figured since I wanted to see the big cheese himself, heading directly for the top was what I'd wanted to do. Instead of just scaling the side of the building and busting out the top window, I decided to take a more stealthy approach. Rather, I entered the building through the first open window I could find, which just so happened to be the fifth floor.

_Gotta find an elevator…_

With it being so late at night, the building was mostly deserted. There were a few hard-working employees typing away at computers, the occasional guard posted in a hallway, but other than that, it was pretty simple.

Sticking to the shadows, and the ceiling, I quickly found an elevator. Jumping off the ceiling and landing in front of the elevator, my hopes were immediately crushed: it required a keycard of some kind.

_Forcing my way through will no doubt trigger an alarm…_

Suddenly, my spider-sense began to blare.

_Did I already trip one?_

"Yes, Gloria, I'll be there soon. I'm just working a little late is all."

Somebody was talking on a phone… somebody who was fast approaching my position! I jumped back up to the ceiling. After a few moments, a man came into my sight. Shoulder-length black hair covered his face. He was tall, lanky… very nerdy-looking. He stopped in front of the elevator.

"Look, I gotta go, we'll argue later, okay?" he said into his phone. He hung it up. "Jesus Christ, everytime…"

Pocketing his phone, he withdrew a keycard from his pocket. Springing into action, I landed behind him, and pushed him up against the elevator doors.

"-the fuck?"

"Listen here, I need to get to the top floor, but my problem is I don't have a keycard. Hey, lookee there, it would seem _you _have a keycard! Do you mind if I borrow it?"

"Fine! Fine sure, just… don't rape me or whatever the hell-"

The man turned around and his jaw dropped.

"Oh my God… Spider-Man!"

"Shhhh! Keep it down!" I told the man – Michael Morbius, according to the nametag pinned to his coat – in a quiet voice.

"I'm so… wow! Take my keycard, Spidey!" Morbius said, handing it over to me. "If I get asked though, you stole it from me."

I took the keycard, dumbfounded. "Uhm… all right."

_A fan? Really?_

I swiped the card.

"DR. MORBIUS, ACCESS GRANTED." A voice sounded.

"Am I gonna need this when I get up there, or…?" I asked him.

"No, but you can keep it if you want!"

"Hmm… will do." I stepped onto the elevator. "Have a good night."

"You too Spide-" the doors closed before he could finish his sentence.

I looked at the brightly lit-up buttons on the command panel. "CEO's OFFICE" was an option.

_Thanks guys, you're making it super easy for me._

I clicked the button, and the elevator sprang to life.

_Once I reach the top, I'm finally going to get some answers. I'm not going to get my ass kicked again. I'm ready for you this time, Goblin._

**xXx**

George Stacy burst into Robbie Robertson's office.

"Robbie! Osborn has-"

He stopped dead in his tracks. Glass was strewn across the ground, cool air coming in from the broken window… and Robbie was lying in a pool of blood.

"No… God no…" George muttered. He moved towards Robbie's body and knelt down. His stomach had been torn open, his intestines dangling out.

_Christ alive…_

Suddenly, the phone Robbie had set on his desk began to ring. Moving without thinking, George picked the phone up.

"Hello?" he said into it.

"It's meeeeeeee," came the voice of the Goblin. "I'm going to assume Robertson is dead?"

"I should've known you'd be behind this, too. Why would you kill him? A poor, feeble old man…"

"It's like I told him all those years ago: you work with me, and you're not getting out alive if you decide to run. Granted, he lasted a bit longer than expected… but oh well."

"Wait… what?"

"Surely Robertson told you me and him used to be old pals? No? Hmm. Must've slipped his mind."

George looked down at the body of the old black man on the ground.

_I trusted you…_

"He's had evidence against me this whole time. But we can only assume he'd be in trouble with the law if he'd acted, now can't we? In the end, he chose to save his own ass even if it meant I got to run free. Which brings us to our current situation…"

"Where are you? Where is Gwen?"

"Me? Oh, I'm having a grand old time. Your daughter, however… well, I'm not sure how much longer she'll be _hanging _around…"

"Tell me where you are, right the fuck now!"

**xXx**

DING, DING

I stepped off the elevator. A long stretch of hallway led to two double-doors.

_Osborn's office._

Breaking into a trot, I made for the doors, and bursted through.

"I've got you now, Osborn!" I yelled to an empty room.

_Dammit…_

He wasn't here.

BOOM!

Thunder exploded outside. It was storming, pouring down rain.

_May as well look around since I'm here._

With it being Osborn's office, I thought that he surely could've left something incriminating behind. Unless he was that good at covering up his tracks…

He had a suit of armor against one wall, a broad sword hanging up above it.

_This guy's legit._

I walked over to his desk, and began to open up drawers. Pens, pencils, notepads… all very business-y stuff. Some contracts were lying on the desktop. His computer was turned on, but was locked.

_Nothing. You've gotta be kidding me. _

I turned to face the giant window overlooking the city, just as some crazy lightning flashed, lighting up the sky.

_Spider-sense!_

I dodged out of the way, just as a gunshot ripped through the air, the window that had been in front of me moments ago now shattered. I turned on the heel of my foot to face my assailant.

"Osbo- you're not Osborn!" _Are you even human?_

The person, or cyborg, or android, or whatever the hell it was, in front of me had orange orbs for eyes. They were obviously mechanical in nature, leading me to wonder if this was some highly intelligent A.I. in a humanoid shell or something. Either way, it was holding a now-smoking gun that was pointed at my chest.

"I had never thought I'd be the one to kill you, Spider-Man. When Mr. Osborn called in the Rhino, I figured he'd be the one to do you in. There had been Bill Baker, but I didn't have as much hope for him. When I lost my eyes, thought I was dead… I never would've dreamed of this moment."

"Your boss… where is he?" I asked of the psychopath before me.

"Mr. Osborn is out having some fun while I'm tying up loose ends. Causing a lot of problems for the police I hear."

"Then he's causing a lot of problems for me, too."

"Please, you're above the law, aren't you? Taking matters into your own hands. I've seen some of your work. I must say, it's quite good, but you need to learn to play with your food…"

This guy gave me the creeps. Like, on a scale of 1 to 10, he was a 15.

"What's this 'fun' Osborn is having?"

"Just holding a woman hostage, toying with a police captain… 'fun'. It's a shame I have to kill you… you might've been able to help her."

_Woman… police captain… please no… please let me be wrong…_

The man began to pace back and forth, never once taking his "eyes" off of me.

"Them's are some crazy peepers you got there," I pointed out. His disgusting grin slowly turned into a snarling grimace.

"Such is the price of my servitude."

My spider-sense began to blare. The insane guy rushed at me, honestly thinking he stood a chance.

"Gaaaaaaah!" he snarled, attempting to grab around my throat. I dodged to the left, and elbowed the back of his head with my right arm. He fell to the ground, and I picked him back up, holding him before me.

"Now that I have your attention-" I began, keeping my grip on him as he struggled, "-you're going to tell me what you're talking about: what woman? What police captain?"

The man got his hands free, and slashed down my chest with animal-like talons.

"Jeez!" I yelled, releasing my grip on the man. I watched as he put his finger nails to his mouth, and licked my blood from them. "Hmm… your blood tastes different…" his eyes lit up. "Better."

As if this flipped a switch in his head, the crazy bastard went into full-on berserker mode. He came running at me, hands held to his sides, preparing to swipe at me. I dodged, but he never let up, seemingly getting faster the more I avoided his attacks.

"Who-the hell-does-your-boss-have?" I managed to get out in between swipes.

"The Stacys!" the man replied, never letting up. "And he promised once he's done, I get the leftovers. I'm not sure if I'll have any room left after I've devoured you, though!"

_The Stacys… Gwen, George… GWEN!_

"No!" I yelled out. I continued to dodge his onslaught, when finally I saw an opening. I once again grabbed for him, but this time, I took him from the back of his head, and brought his face down on my right knee.

"Ahh!" he screamed. Sparks shot out from his left "eye", as blood began to ooze out from around the mechanical orb. "My eye! It's useless!"

Now I grabbed him from his shoulders and lifted him up. "Where are they?"

He began to laugh. "I'll have it repaired! That's the beauty of machines, now isn't it?" He laughed some more. I responded by sending a fist to his mouth.

"Where are they?"

"I'll never-"

I threw him against the suit of armor. His body crashing with all that metal made for some sickening crunches. The sword on the wall above the armor rattled a bit, but otherwise stayed in place. Through all the pain that crazy man must've been feeling… he continued to laugh.

"Hahahahahahaha!"

"WHERE ARE THEY?" I screamed at the top of my lungs. I could feel tears stinging at my eyes. This could be it for them. What would I do?

_Fear._

I shot a web-line at the man, reeled him towards me, and then proceeded to lift him up and throw him across the room at the large window behind Osborn's desk. Nothing. I wasn't hoping for the window to break, but it didn't even crack.

"Nngh… face it," the man said, climbing back to his feet. "Nothing you can do will get me to answer you! Nothing!"

At that very moment, I snapped. No longer thinking logically, no longer thinking at all really, I shot a web-line at the sword's handle, and yanked it off the wall, the medieval weapon flying through the air and into my outstretched hand.

Instantly, the man's face went from a smile, to one of terror.

"Wait… wait, what're you doing?" he asked as I slowly approached him. "If you kill me, you'll never get an answer!"

Pleading.

"Don't do it… come on, don't kill me!"

Begging.

He fell to his knees.

I now lifted the sword above my head. He stuck his arms out as if to push me away.

"For the love of God, don't-!"

I brought the sword down on his right arm, severing it at the elbow.

"Fuuuuuuuuuuuuuuck!" he screamed as blood shot out from the gaping wound. He leaned over and began to lap up the blood that was spilling out across the floor.

_Fucking lunatic._

I threw the sword down, picked him up once more, and slammed him against the window. Now it began to crack.

"You're going to tell me where the Goblin has them. You're going to tell me, or your brains will paint the fucking road, got it!"

He was in complete shock. He would probably die from blood loss.

"Bridge… George Washington Bridge…"

I tossed the dying man's body aside like a ragdoll. There was a crash, as pictures hanging from the wall fell to the floor.

"You'll never…"

"Shut the fuck up."

With all the adrenaline coursing through my body, shattering the window in front of me with one punch was a piece of cake. If they were at the George Washington Bridge, that's where I had to be.

_I let Uncle Ben down because I didn't act… that won't be the case this time. _

Taking a deep breath, I dove out into the streets, and started swinging towards my destination: I was going to stop the Goblin, once and for all. Gwen and George were depending on me.

_I won't let anything happen to you._

**xXx**

A/N: If I'm thinking right, it's been around 6 months since my last update. Wow. Apologies. This story was never dead, I've just been so busy. So much has happened these past 6 months that this story wasn't even on my mind. Now that this chapter is finally done, I hope you find it worth the wait. It's moving us right up to the final chapter. Robbie's worked with Osborn in the past! Michael Morbius isn't a vampire! And Connors is now a one-armed, one-"eyed" (possibly dead) cannibal! Spidey's brutality towards Connors was there to show how desperate he's become. But things are about to be cranked up to 11. Stay tuned…


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